2015 Pennsylvania Consolidated Statutes
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 89 - Limited Liability Companies
Section 8971 - Dissolution

§ 8971. Dissolution.

(a) General rule.--A limited liability company is dissolved and its affairs shall be wound up upon the happening of the first to occur of the following events:

(1) At the time or upon the happening of events specified in the certificate of organization.

(2) At the time or upon the happening of events specified in writing in the operating agreement.

(3) Except as otherwise provided in the operating agreement, by the unanimous written agreement or consent of all members.

(4) Except as otherwise provided in writing in the operating agreement, upon a member becoming a bankrupt or executing an assignment for the benefit of creditors or the death, retirement, insanity, resignation, expulsion or dissolution of a member or the occurrence of any other event that terminates the continued membership of a member in the company unless the business of the company is continued by the vote or consent of a majority in interest, or such greater number as shall be provided in writing in the operating agreement, of the remaining members given within 180 days following such event.

(5) Entry of an order of judicial dissolution under section 8972 (relating to judicial dissolution).

(b) Perpetual existence.--The certificate of organization may provide that the company shall have perpetual existence, in which case subsection (a)(4) shall not be applicable to the company.

(June 22, 2001, P.L.418, No.34, eff. 60 days)

Cross References. Section 8971 is referred to in section 8903 of this title.