2013 South Carolina Code of Laws
Title 33 - Corporations, Partnerships and Associations
CHAPTER 44 - UNIFORM LIMITED LIABILITY COMPANY ACT OF 1996
SECTION 33-44-303. Liability of members and managers.


SC Code § 33-44-303 (2013) What's This?

(a) Except as otherwise provided in subsection (c), the debts, obligations, and liabilities of a limited liability company, whether arising in contract, tort, or otherwise, are solely the debts, obligations, and liabilities of the company. A member or manager is not personally liable for a debt, obligation, or liability of the company solely by reason of being or acting as a member or manager.

(b) The failure of a limited liability company to observe the usual company formalities or requirements relating to the exercise of its company powers or management of its business is not a ground for imposing personal liability on the members or managers for liabilities of the company.

(c) All or specified members of a limited liability company are liable in their capacity as members for all or specified debts, obligations, or liabilities of the company if:

(1) a provision to that effect is contained in the articles of organization; and

(2) a member so liable has consented in writing to the adoption of the provision or to be bound by the provision.

HISTORY: 1996 Act No. 343, Section 2.

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