Legal Question in Business Law in New York

Re: limited liability companies

what does your operating agreement state?

Re: limited liability companies

There are two parts to this.

One is ministerial and requires a filing with the NYS Department of State for dissolution of the LLC.

The other requires a review of your documents to follow the rules of your Operating Agreement and the New York LLC Law with respect to obtaining the approval of the members of the LLC to dissolve and with respect to distribution of the remaining assets to creditors and members of the LLC. If the assets are insufficient, there may be bankruptcy issues to consider. All tax liabilities will have to be satisfied and tax filings will need to be made through the date of dissolution. If the LLC is still an operating entity, all of its contracts will need to be reviewed to see how they can be terminated.

Re: limited liability companies

I concur with Bill Frenkel. There may also be requirements for final tax returns to be filed up to the date of dissolution.