Idaho § 30-25-701 EVENTS CAUSING DISSOLUTION

Idaho Statutes

§ 30-25-701 — EVENTS CAUSING DISSOLUTION

Idaho·Title 30 CORPORATIONS·Part 7 DISSOLUTION AND WINDING UP·Ch. 25 LIMITED LIABILITY COMPANIES

(a)A limited liability company is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following:

(1)An event or circumstance that the operating agreement states causes dissolution;

(2)The affirmative vote or consent of all the members;

(3)The passage of ninety (90) consecutive days during which the company has no members unless before the end of the period:

(A)Consent to admit at least one (1) specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and

(B)At least one (1) person becomes a member in accordance with the consent;

(4)On application by a member, the entry by the district court of an order dissolving the company on the

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(a) A limited liability company is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following:
(1) An event or circumstance that the operating agreement states causes dissolution;
(2) The affirmative vote or consent of all the members;
(3) The passage of ninety (90) consecutive days during which the company has no members unless before the end of the period:
(A) Consent to admit at least one (1) specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and
(B) At least one (1) person becomes a member in accordance with the consent;
(4) On application by a member, the entry by the district court of an order dissolving the company on the grounds that:
(A) The conduct of all or substantially all the company’s activities and affairs is unlawful; or
(B) It is not reasonably practicable to carry on the company’s activities and affairs in conformity with the certificate of organization and the operating agreement; or
(C) The managers or those members in control of the company:
(i) Have acted, are acting, or will act in a manner that is illegal or fraudulent; or
(ii) Have acted or are acting in a manner that is oppressive and was, is, or will be directly harmful to the applicant; or
(5) The signing and filing of a statement of administrative dissolution by the secretary of state under section 30-21-602, Idaho Code.
(b) In a proceeding brought under subsection (a)(4)(B) of this section, the court may order a remedy other than dissolution.

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