8971 - Dissolution.
SUBCHAPTER I DISSOLUTION Sec. 8971. Dissolution. 8972. Judicial dissolution. 8973. Winding up. 8974. Distribution of assets upon dissolution. 8975. Certificate of dissolution. 8976. Effect of filing certificate of dissolution. 8977. Survival of remedies and rights after dissolution. 8978. Dissolution by domestication. § 8971. Dissolution. (a) General rule.--A limited liability company is dissolved and its affairs shall be wound up upon the happening of the first to occur of the following events: (1) At the time or upon the happening of events specified in the certificate of organization. (2) At the time or upon the happening of events specified in writing in the operating agreement. (3) Except as otherwise provided in the operating agreement, by the unanimous written agreement or consent of all members. (4) Except as otherwise provided in writing in the operating agreement, upon a member becoming a bankrupt or executing an assignment for the benefit of creditors or the death, retirement, insanity, resignation, expulsion or dissolution of a member or the occurrence of any other event that terminates the continued membership of a member in the company unless the business of the company is continued by the vote or consent of a majority in interest, or such greater number as shall be provided in writing in the operating agreement, of the remaining members given within 180 days following such event. (5) Entry of an order of judicial dissolution under section 8972 (relating to judicial dissolution). (b) Perpetual existence.--The certificate of organization may provide that the company shall have perpetual existence, in which case subsection (a)(4) shall not be applicable to the company. (June 22, 2001, P.L.418, No.34, eff. 60 days) Cross References. Section 8971 is referred to in section 8903 of this title.