1(e) A membership interest in a limited liability company.

SB810,435,22 (f) A membership interest or stock in a general cooperative association.

SB810,435,33 (g) A membership interest in a limited cooperative association.

SB810,435,44 (h) A membership in an unincorporated association.

SB810,435,65 (i) A beneficial interest in a statutory trust, business trust, or common-law
6business trust.

SB810,435,77 (j) A comparable interest in any other type of unincorporated entity.

SB810,435,9 8(17) “Interest exchange" means a transaction authorized by ss. 183.1031 to
9183.1035.

SB810,435,10 10(18) “Interest holder" means any of the following:

SB810,435,1111 (a) A shareholder of a business corporation.

SB810,435,1212 (b) A member of a nonprofit or nonstock corporation.

SB810,435,1313 (c) A general partner of a general partnership.

SB810,435,1414 (d) A general partner of a limited partnership.

SB810,435,1515 (e) A limited partner of a limited partnership.

SB810,435,1616 (f) A member of a limited liability company.

SB810,435,1717 (g) A member or stockholder of a general cooperative association.

SB810,435,1818 (h) A member of a limited cooperative association.

SB810,435,1919 (i) A member of an unincorporated association.

SB810,435,2120 (j) A beneficiary or beneficial owner of a statutory trust, business trust, or
21common-law business trust.

SB810,435,2222 (k) Any other direct holder of an interest.

SB810,435,23 23(19) “Interest holder liability" means any of the following:

SB810,435,2524 (a) Personal liability for a debt, obligation, or other liability of an entity which
25is imposed on a person under any of the following circumstances:

SB810,436,2

11. Solely by reason of the status of the person as an interest holder of the entity
2under its governing law.

SB810,436,63 2. Under the organizational documents of the entity in accordance with its
4governing law which make one or more specified interest holders or categories of
5interest holders liable in their capacity as interest holders for all or specified
6liabilities of the entity.

SB810,436,87 (b) An obligation of an interest holder of an entity under its organizational
8documents to contribute to the entity.

SB810,436,9 9(20) “Merger" means a transaction authorized by ss. 183.1021 to 183.1025.

SB810,436,11 10(21) “Merging entity" means an entity that is a party to a merger and exists
11immediately before the merger becomes effective.

SB810,436,14 12(22m) “Non-United States entity" means an entity whose governing law is the
13law of any jurisdiction other than the United States or any state, but does not include
14an entity that has domesticated under the law of any other state.

SB810,436,17 15(23m) “Organizational documents" means, with respect to an entity, whether
16in a record or, to the extent permitted under the entity's governing law, other than
17in a record, the following or its equivalent under the entity's governing law:

SB810,436,1918 (a) For a domestic or foreign corporation, whether or not for profit, its articles
19of incorporation and bylaws.