Known claims against dissolved limited liability company

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  • (a) A dissolved limited liability company may dispose of the known claims against it by following the procedure described in this section.

  • (b) A dissolved limited liability company shall notify its known claimants in writing of the dissolution. The notice must:

    • (1) specify the information required to be included in a claim;

    • (2) provide a mailing address where the claim is to be sent;

    • (3) state the deadline for receipt of the claim, which may not be less than 120 days after the date the written notice is received by the claimant; and

    • (4) state that the claim will be barred if not received by the deadline.

  • (c) A claim against a dissolved limited liability company is barred if the requirements of subsection (b) of this section are met, and:

    • (1) the claim is not received by the specified deadline; or

    • (2) in the case of a claim that is timely received but rejected by the dissolved company, the claimant does not commence a proceeding to enforce the claim within 90 days after the receipt of the notice of the rejection.

  • (d) For purposes of this section, “claim” does not include a contingent liability or a claim based on an event occurring after the effective date of dissolution.


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