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2025 Wisconsin Statutes & Annotations
Chapter 183 - Uniform limited liability company law.
183.0304 - Liability of members and managers.

Universal Citation:
WI Stat § 183.0304 (2025)
Learn more This media-neutral citation is based on the American Association of Law Libraries Universal Citation Guide and is not necessarily the official citation.
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183.0304 Liability of members and managers.

(1) A debt, obligation, or other liability of a limited liability company is solely the debt, obligation, or other liability of the company. Except as provided in ss. 73.0306, 183.0403, and 183.0406, a member or manager is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation, or other liability of the company solely by reason of being or acting as a member or manager. This subsection applies regardless of the dissolution of the company.

(2) The failure of a limited liability company to observe formalities relating to the exercise of its powers or management of its activities and affairs is not a ground for imposing liability on a member or manager for a debt, obligation, or other liability of the company.

History: 2021 a. 258.

A corporate officer, including a limited liability company member-owner, may be held personally liable for the officer’s own negligent acts like any other employee would be. That longstanding common law principle is not undermined by sub. (1). Garrett v. Ocean View Swimming Pool Services, LLC, 2025 WI App 12, 415 Wis. 2d 306, 18 N.W.3d 168, 23-2000.

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