§ 12:1333 — Powers of estate of a deceased or incompetent member

§1333. Powers of estate of a deceased or incompetent member
A. Except as otherwise provided in the articles of organization, a written operating
agreement, or as provided in R.S. 12:1333.1, if a member who is an individual dies or a court
of competent jurisdiction adjudges him to be incompetent to manage his person or his
property, the member's membership ceases and the member's executor, administrator,
guardian, conservator, or other legal representative shall be treated as an assignee of such
member's interest in the limited liability company.
B. If the last remaining member dies, the duly appointed executor or administrator
of the member shall have the authority to sell any real estate owned by the limited liability
company.
C. If the last remaining member is an individual and a court of competent jurisdiction
adjudges him to be incompetent to manage his person or his property, the curator of the
member shall have the authority to sell any real estate owned by the limited liability
company.
D. Except as otherwise provided in the articles of organization or a written operating
agreement, if a member is a corporation, trust, or other entity and is dissolved or terminated,
the member's membership ceases and the member's legal representative or successor shall
be treated as an assignee of such member's interest in the limited liability company.
E. If all members die, the succession representative of any of the deceased members
may petition the court for dissolution, windup, and liquidation of the limited liability
company pursuant to R.S. 12:1334 et seq.

Legislative History

Acts 1992, No. 780, §2, eff. July 7, 1992; Acts 1993, No. 475, §4, eff. June 9, 1993; Acts 2014, No. 251, §1; Acts 2016, No. 170, §1; Acts 2022, No. 156, §1.