(a) A limited liability company is dissolved, and its activities shall be wound up, upon the occurrence of any of the following:
(1) An event or circumstance that the operating agreement states causes dissolution;
(2) The consent of all the members;
(3) The passage of 90 consecutive days during which the company has no members;
(4) On application by a member, the entry by Superior Court of an order dissolving the company on the grounds that:
(A) The conduct of all or substantially all of the company's activities is unlawful; or
(B) It is not reasonably practicable to carry on the company's activities in conformity with the certificate of organization and the operating agreement; or
(5) On application by a member, the entry by Superior Court of an order dissolving the company on the grounds that the managers or those members in control of the company:
(A) Have acted, are acting, or will act in a manner that is illegal or fraudulent; or
(B) Have acted or are acting in a manner that is oppressive and was, is, or will be directly harmful to the applicant.
(b) In a proceeding brought under subsection (a)(5) of this section, the Superior Court may order a remedy other than dissolution.
CREDIT(S)
(July 2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720.)
HISTORICAL AND STATUTORY NOTES
Legislative History of Laws
For history of Law 18-378, see notes under § 29-101.01.
Uniform Law:
This section is based on § 701 of the Uniform Limited Company Act (2006 Act). See Vol. 6B , Uniform Laws Annotated, Master Edition or ULA Database on Westlaw.
