2013 New Hampshire Revised Statutes
Title XXVIII - PARTNERSHIPS
Chapter 304-C - LIMITED LIABILITY COMPANIES
Section 304-C:134 - Judicial Dissolution Upon Application by a Member.
304-C:134 Judicial Dissolution Upon Application by a Member.
I. Unless the operating agreement provides otherwise, upon application by a member, the superior court may decree the dissolution of a limited liability company in any of the following circumstances:
(a) It is not reasonably practicable for the limited liability company to carry on its business.
(b) A voting deadlock has occurred among the members and, upon the occurrence of the deadlock, the members have been unable to break the deadlock; and because of the deadlock, either irreparable injury to the limited liability company is threatened or being suffered or the limited liability company's business and internal affairs can no longer be conducted to its advantage.
II. In a proceeding brought under paragraph I, a court may order a remedy other than dissolution.
III. A member shall have the right to apply to the superior court to decree the dissolution of a limited liability company, and the superior court may issue such a decree, in any of the following circumstances:
(a) The limited liability company has procured its certificate of formation through fraud.
(b) The limited liability company has exceeded or abused its lawful authority under this act.
(c) The limited liability company has carried on, conducted, or transacted its business in a persistently fraudulent or illegal manner.
(d) The limited liability company has abused its power contrary to the public policy of the state.
Source. 2012, 232:2, eff. Jan. 1, 2013.
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