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Current as of January 01, 2024 | Updated by FindLaw Staff
A limited liability company shall be dissolved, and it shall commence to wind up its affairs upon the happening of the first to occur of the following:
(1) The expiration of the term of the limited liability company set forth in the articles of organization, if any;
(2) Upon the occurrence of events specified in the articles of organization or a written operating agreement;
(3) Unless otherwise set forth in the operating agreement, the written consent of all of the members of a limited liability company;
(4) There are no remaining members, except that the limited liability company shall not be dissolved and its affairs shall not be wound up when:
(a) A member is admitted to the limited liability company in the manner provided for in a written operating agreement, effective as of the occurrence of the event that terminated the continued membership of the last remaining member; or
(b) Unless otherwise provided in a written operating agreement, within ninety (90) days after the occurrence of the event that terminated the continued membership of the last remaining member, the successor-in-interest of the last remaining member agrees in writing to continue the limited liability company and to the admission of the successor-in-interest of that member or its designee to the limited liability company as a member, effective as of the occurrence of the event that terminated the continued membership of the last remaining member;
(5) Entry of a decree of judicial dissolution under KRS 275.290; or
(6) Filing of a certificate of dissolution by the Secretary of State under KRS 14A.7-020; but
(7) If a nonprofit limited liability company does not have members, subsection (4) of this section shall not apply.
Cite this article: FindLaw.com - Kentucky Revised Statutes Title XXIII. Private Corporations and Associations § 275.285.Dissolution of company - last updated January 01, 2024 | https://codes.findlaw.com/ky/title-xxiii-private-corporations-and-associations/ky-rev-st-sect-275-285/
FindLaw Codes may not reflect the most recent version of the law in your jurisdiction. Please verify the status of the code you are researching with the state legislature or via Westlaw before relying on it for your legal needs.
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