§ 8977. Survival of remedies and rights after dissolution.
(a) General rule.--The dissolution of a limited liability company shall not eliminate or impair any remedy available to or against the company or its managers or members for any right or claim existing or liability incurred prior to the dissolution, if an action thereon is brought on behalf of:
(1) the company within the time otherwise limited by law; or
(2) any other person before or within two years after the date of the dissolution or within the time otherwise limited by law, whichever is less.
(b) Action in name of company.--An action brought under subsection (a) may be prosecuted against and defended by the company under the name of the company.
(c) Preservation of limited liability.--The dissolution of a company shall not affect the limited liability of members with respect to transactions occurring or acts or omissions done or omitted in the name of or by the company except that each member shall be liable for his pro rata portion of the unpaid liabilities of the company up to the amount of the net assets of the company distributed to the member in connection with the dissolution.
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