West Virginia § 31B-8-804 Member's or manager's power and liability as agent after dissolution

West Virginia Statutes

§ 31B-8-804 — Member's or manager's power and liability as agent after dissolution

West Virginia § 31B-8-804

Ch. 31BUNIFORM LIMITED LIABILITY COMPANY ACT

Art. 8WINDING UP COMPANY'S BUSINESS

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Bluebook

W. Va. Code § 31B-8-804 (2026).

Text

(a)A limited liability company is bound by a member's or manager's act after dissolution that:

(1)Is appropriate for winding up the company's business; or

(2)Would have bound the company under section 3-301 before dissolution, if the other party to the transaction did not have notice of the dissolution.

(b)A member or manager who, with knowledge of the dissolution, subjects a limited liability company to liability by an act that is not appropriate for winding up the company's business is liable to the company for any damage caused to the company arising from the liability.

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(a) A limited liability company is bound by a member's or manager's act after dissolution that:

(1) Is appropriate for winding up the company's business; or

(2) Would have bound the company under section 3-301 before dissolution, if the other party to the transaction did not have notice of the dissolution.

(b) A member or manager who, with knowledge of the dissolution, subjects a limited liability company to liability by an act that is not appropriate for winding up the company's business is liable to the company for any damage caused to the company arising from the liability.