Farm Limited Liability Company
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Statutory authority: NDCC, Section 10-06.1
A farm limited liability company is a legal entity that may be established under North Dakota laws by one or more individuals, but not to exceed fifteen members. Members must be related individuals or one of the following:
- A trust for the benefit of an individual or a class of individuals who are related to every member of the limited liability company within specified degrees of kinship.
- An estate of a decedent who was related to every member of the limited liability company within specified degrees of kinship.
The members must be related within one of the following degrees of kinship:
- First cousin; or
- The spouse of a person so related.
A farm limited liability company must be engaged in farming which is defined as "cultivating land for production of agricultural crops or livestock, or the raising or producing of livestock or livestock products, or fruit or horticultural products. It does not include production of timber or forest products, nor does it include a contract whereby a processor or distributor of farm products or supplies provides grain, harvesting, or other farm services." (NDCC, Section 10-06.1-01, Subsection 1) The farm limited liability company may engage in alternate activities; however, the annual average of at least sixty-five percent of the limited liability company's gross income over the previous five years shall have been derived from farming or ranching operations. The limited liability company's income from nonfarm rent, nonfarm royalties, dividends, interest, and annuities cannot exceed twenty percent of the limited liability company's gross income.
A farm limited liability company is created, and otherwise operates and is treated, in the same manner as a limited liability company. However, at the time the articles of organization are filed with the Secretary of State, the farm limited liability company must also provide a report disclosing the following:
- Name of the limited liability company,
- Name and address of the registered agent in North Dakota,
- With respect to each member:
- Name and address of each
- Names and addresses and relationships of trusts and estates that own membership interests
- Number of membership interests or percentage of membership interests owned by each
- Relationship of each
- Statement whether each is a citizen or permanent resident alien of the United States
- Statement whether each is actively engaged in operating the farm or ranch
- Statement whether each resides on the farm or ranch; and
- Statement whether each depends principally on farming or ranching for a livelihood.
- Names and addresses of managers and governors, and
- Listing of the acreage (hectarage) and location listed by section, township, range, and county of all land in the state owned or leased by the limited liability company and used for farming or ranching.
A farm limited liability company using a trade name in the transaction of business must file a Trade Name Registration with the Secretary of State. A trade name is a name other than the limited liability company name.
The registration of the Trade Name Registration:
- Affords exclusive right to that name in the State of North Dakota. No other business may file a name with the Secretary of State that is the same as, or deceptively similar, to any registered name.
- Establishes a public record from which the name of the limited liability company using the name can be identified.
Foreign Limited Liability Company
A foreign limited liability company may not engage in the business of farming in North Dakota nor may it hold title to land in North Dakota that is used for farming or ranching.