RCW 25.15.265 Dissolution. A limited liability company is dissolved and its affairs must be wound up upon the first to occur of the following: (1) The dissolution date, if any, specified in the certificate of formation. If a dissolution date is specified in the certificate of formation, the certificate of formation may be amended and […]
RCW 25.15.269 After dissolution under RCW 25.15.265. (1) After dissolution occurs under RCW 25.15.265, the limited liability company may deliver to the secretary of state for filing a certificate of dissolution. (2) A certificate of dissolution filed under subsection (1) of this section must set forth: (a) The name of the limited liability company; and […]
RCW 25.15.274 Judicial dissolution. On application by a member or manager the superior courts may order dissolution of a limited liability company whenever: (1) It is not reasonably practicable to carry on the limited liability company’s activities in conformity with the certificate of formation and the limited liability company agreement; or (2) other circumstances render […]
RCW 25.15.279 Administrative dissolution—Commencement of proceeding. The secretary of state may commence a proceeding to administratively dissolve a limited liability company under the circumstances and procedures provided in Article 6 of chapter 23.95 RCW. [ 2015 c 176 § 7114; 2015 c 188 § 54.] NOTES: Effective date—Contingent effective date—2015 c 176: See note following […]
RCW 25.15.289 Administrative dissolution—Reinstatement. A limited liability company that has been administratively dissolved under RCW 23.95.610 may apply to the secretary of state for reinstatement in accordance with RCW 23.95.615. [ 2015 c 176 § 7115; 2015 c 188 § 56.] NOTES: Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.
RCW 25.15.294 Voluntary dissolution—Revocation of dissolution—When effective—Effect. (1) A limited liability company dissolved under RCW 25.15.265 (2) or (3) may revoke its dissolution in accordance with this section at any time, except that a limited liability company that has filed a certificate of dissolution may not revoke its dissolution under this section more than one […]
RCW 25.15.297 Winding up. (1) A limited liability company continues after dissolution only for the purpose of winding up its activities. (2) In winding up its activities, the limited liability company: (a) May file a certificate of dissolution with the secretary of state to provide notice that the limited liability company is dissolved; preserve the […]
RCW 25.15.301 Disposition of known claims—Definition. (1) A dissolved limited liability company that has filed a certificate of dissolution with the secretary of state may dispose of the known claims against it by following the procedure described in subsection (2) of this section. (2) A dissolved limited liability company may notify its known claimants of […]
RCW 25.15.305 Distribution of assets. (1) Upon the winding up of a limited liability company, the assets are distributed as follows: (a) To creditors, including members and managers who are creditors, to the extent otherwise permitted by law, in satisfaction of liabilities of the limited liability company, whether by payment or the making of reasonable […]
RCW 25.15.309 Remedies available after distribution. (1) A claim against a dissolved limited liability company is barred if the limited liability company has filed a certificate of dissolution under RCW 25.15.269 that has not been revoked under RCW 25.15.294, and an action or other proceeding thereon is not commenced within three years after the filing […]
