2013 New Hampshire Revised Statutes
Title XXVIII - PARTNERSHIPS
Chapter 304-C - LIMITED LIABILITY COMPANIES
Section 304-C:101 - Additional Statutory Events of Dissociation Applicable to Members That Are Entities.


NH Rev Stat § 304-C:101 (2013) What's This?

    304-C:101 Additional Statutory Events of Dissociation Applicable to Members That Are Entities. – Unless the operating agreement provides otherwise:
    I. A member that is a trust or is acting as a member by virtue of being a trustee of a trust shall be dissociated upon the termination of the trust, but not merely upon the substitution of a new trustee.
    II. A member that is a limited liability company that is dissolved by final judicial order under RSA 304-C:134 or under RSA 304-C:135 shall be dissociated on the date of the final judicial order.
    III. A member that is a limited liability company that is dissolved under its operating agreement under RSA 304-C:129, II shall be dissociated on the date of dissolution under that agreement or, if the agreement provides no such date, 30 days after the date of the event or circumstance triggering the dissolution.
    IV. A member that is a limited liability company that is dissolved by vote of its members under RSA 304-C:129, II shall be dissociated on the date of the vote.
    V. A member that is a limited liability company that receives a notice of dissolution from the secretary of state under RSA 304-C:137, I shall be dissociated unless it is reinstated by the secretary of state within 90 days after the date of the notice. Unless the limited liability company is reinstated, the effective date of the dissociation shall be the 90th day after the date of the notice.
    VI. A member that is a corporation shall be dissociated if it files articles of dissolution under RSA 293-A:14.01 or under RSA 293-A:14.02 and RSA 293-A:14.03. In either case, the effective date of the dissociation shall be the date on which the corporation files the articles.
    VII. A member that is a corporation shall be dissociated if it is dissolved by final order of a court. Unless the corporation is reinstated, the effective date of the dissolution shall be the date of issuance of the order.
    VIII. A member that is a corporation shall be dissociated if it receives a notice of dissolution from the secretary of state under RSA 293-A:14.21 and is not reinstated within 90 days after the date of the notice. The effective date of the dissociation shall be the 90th day after the corporation receives the notice.
    IX. Other than as provided in RSA 304-C:153, an estate that is a member shall be dissociated upon the distribution by the estate's fiduciary of the estate's entire interest in the limited liability company.

Source. 2012, 232:2, eff. Jan. 1, 2013.


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