Distribution of assets after dissolution.
1. In settling accounts after dissolution, the liabilities of a limited-liability company are entitled to payment in the following order:
(a) Those to creditors, including members who are creditors, in the order of priority as provided and to the extent otherwise permitted by law, except those to members of the limited-liability company on account of their contributions;
(b) Those to members of the limited-liability company in respect of their share of the profits and other compensation by way of income on their contributions; and
(c) Those to members of the limited-liability company in respect of their contributions to capital.
2. Subject to any statement in the operating agreement, members share in the company’s assets in respect to their claims for capital and in respect to their claims for profits or for compensation by way of income on their contributions, respectively, in proportion to the respective amounts of the claims.
Last modified: February 26, 2006