2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 89 - Limited Liability Companies
8975 - Certificate of dissolution.

     § 8975.  Certificate of dissolution.
        (a)  General rule.--When all debts, liabilities and
     obligations of the limited liability company have been paid and
     discharged or adequate provision has been made therefor and all
     of the remaining property and assets of the company have been
     distributed to the members, a certificate of dissolution shall
     be executed by the company. The certificate of dissolution shall
     set forth:
            (1)  The name of the company.
            (2)  That all debts, obligations and liabilities of the
        company have been paid and discharged or that adequate
        provision has been made therefor.
            (3)  That all the remaining property and assets of the
        company have been distributed among its members in accordance
        with their respective rights and interests.
            (4)  That there are no actions pending against the
        company in any court or that adequate provision has been made
        for the satisfaction of any judgment that may be entered
        against it in any pending action.
        (b)  Filing of certificate.--The certificate of dissolution
     and the certificates or statement required by section 139
     (relating to tax clearance of certain fundamental transactions)
     shall be filed in the Department of State.
        (c)  Cross references.--See sections 134 (relating to
     docketing statement), 135 (relating to requirements to be met by
     filed documents) and 8907 (relating to execution of documents).

        Cross References.  Section 8975 is referred to in section
     8978 of this title.

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