LLC PRACTICE

By , June 12, 2014 12:31 pm

Here is another superb post by Doug Batey in his “LLC Monitor” website concerning a recent Kentucky case involving difficult issues about the effect of LLC dissolutions and the liability shield of members of single-member LLCs when their LLCs are administratively dissolved.

The key points in the post, as I read it, include the following:  (i) Dissolution merely means the change of purpose of an LLC from that of a going concern to that of a concern that must wind up; it does not mean the termination of the existence of the LLC (a common misconception even among LLC lawyers.  (ii) Administrative dissolutions will be retroactively terminated if the LLC pays the Secretary of State the required annual fee, but the liability shield of the member of a dissolved single-member LLC will continue despite the administrative dissolution.

Leave a Comment