17-76,116.Dissolution.
(a) A limited liability company is dissolved and
its affairs shall be wound up upon
the first to occur of the following:
(1) At the time specified in an operating agreement, but if no such time is
set forth in the
operating agreement, then the limited liability company shall have a perpetual
existence;
(2) upon the happening of events specified in an operating agreement;
(3) unless otherwise provided in an operating agreement, upon the written
consent of the
members of the limited liability company; or, if there is more than one class
or group of members,
then by each class or group of members, in either case, by members who own more
than 50% of the
then-current percentage or other interest in the profits of the limited
liability company owned by all
of the members or by the members in each class or group, as appropriate;
(4) at any time there are no members, provided that, unless otherwise
provided in an
operating agreement, the limited liability company is not dissolved and is not
required to be wound
up if, within 90 days or such other period as is provided for in the operating
agreement after the
occurrence of the event that terminated the continued membership of the last
remaining member, the
personal representative of the last remaining member agrees in writing to
continue the limited
liability company and to the admission of the personal representative of such
member or the personal representative's nominee
or designee to the limited liability company as a member, effective as of the
occurrence of the event
that terminated the continued membership of the last remaining member; or
(5) the entry of a decree of judicial dissolution under K.S.A. 17-76,117, and
amendments thereto.
(b) Unless otherwise
provided in an operating agreement, the death, retirement, expulsion,
bankruptcy or dissolution of any member or the occurrence of any other event
that terminates the
continued membership of any member shall not cause the limited liability
company to be dissolved
or its affairs to be wound up, and upon the occurrence of any such event, the
limited liability
company shall be continued without dissolution, unless within 90 days following
the occurrence of
any such event, the remaining members of the limited liability company or, if
there is more than one
class or group of members, then the remaining members in each class or group of
members, in either
case, by members who own more than 50% of the then-current percentage or other
interest in the profits of the limited liability company owned by all of the
members or by the members in each class
or group, as appropriate, agree in writing to dissolve the limited liability
company.
17-76,116.Dissolution.
(a) A limited liability company is dissolved and
its affairs shall be wound up upon
the first to occur of the following:
(1) At the time specified in an operating agreement, but if no such time is
set forth in the
operating agreement, then the limited liability company shall have a perpetual
existence;
(2) upon the happening of events specified in an operating agreement;
(3) unless otherwise provided in an operating agreement, upon the written
consent of the
members of the limited liability company; or, if there is more than one class
or group of members,
then by each class or group of members, in either case, by members who own more
than 50% of the
then-current percentage or other interest in the profits of the limited
liability company owned by all
of the members or by the members in each class or group, as appropriate;
(4) at any time there are no members, provided that, unless otherwise
provided in an
operating agreement, the limited liability company is not dissolved and is not
required to be wound
up if, within 90 days or such other period as is provided for in the operating
agreement after the
occurrence of the event that terminated the continued membership of the last
remaining member, the
personal representative of the last remaining member agrees in writing to
continue the limited
liability company and to the admission of the personal representative of such
member or the personal representative's nominee
or designee to the limited liability company as a member, effective as of the
occurrence of the event
that terminated the continued membership of the last remaining member; or
(5) the entry of a decree of judicial dissolution under K.S.A. 17-76,117, and
amendments thereto.
(b) Unless otherwise
provided in an operating agreement, the death, retirement, expulsion,
bankruptcy or dissolution of any member or the occurrence of any other event
that terminates the
continued membership of any member shall not cause the limited liability
company to be dissolved
or its affairs to be wound up, and upon the occurrence of any such event, the
limited liability
company shall be continued without dissolution, unless within 90 days following
the occurrence of
any such event, the remaining members of the limited liability company or, if
there is more than one
class or group of members, then the remaining members in each class or group of
members, in either
case, by members who own more than 50% of the then-current percentage or other
interest in the profits of the limited liability company owned by all of the
members or by the members in each class
or group, as appropriate, agree in writing to dissolve the limited liability
company.
17-76,116.Dissolution.
(a) A limited liability company is dissolved and
its affairs shall be wound up upon
the first to occur of the following:
(1) At the time specified in an operating agreement, but if no such time is
set forth in the
operating agreement, then the limited liability company shall have a perpetual
existence;
(2) upon the happening of events specified in an operating agreement;
(3) unless otherwise provided in an operating agreement, upon the written
consent of the
members of the limited liability company; or, if there is more than one class
or group of members,
then by each class or group of members, in either case, by members who own more
than 50% of the
then-current percentage or other interest in the profits of the limited
liability company owned by all
of the members or by the members in each class or group, as appropriate;
(4) at any time there are no members, provided that, unless otherwise
provided in an
operating agreement, the limited liability company is not dissolved and is not
required to be wound
up if, within 90 days or such other period as is provided for in the operating
agreement after the
occurrence of the event that terminated the continued membership of the last
remaining member, the
personal representative of the last remaining member agrees in writing to
continue the limited
liability company and to the admission of the personal representative of such
member or the personal representative's nominee
or designee to the limited liability company as a member, effective as of the
occurrence of the event
that terminated the continued membership of the last remaining member; or
(5) the entry of a decree of judicial dissolution under K.S.A. 17-76,117, and
amendments thereto.
(b) Unless otherwise
provided in an operating agreement, the death, retirement, expulsion,
bankruptcy or dissolution of any member or the occurrence of any other event
that terminates the
continued membership of any member shall not cause the limited liability
company to be dissolved
or its affairs to be wound up, and upon the occurrence of any such event, the
limited liability
company shall be continued without dissolution, unless within 90 days following
the occurrence of
any such event, the remaining members of the limited liability company or, if
there is more than one
class or group of members, then the remaining members in each class or group of
members, in either
case, by members who own more than 50% of the then-current percentage or other
interest in the profits of the limited liability company owned by all of the
members or by the members in each class
or group, as appropriate, agree in writing to dissolve the limited liability
company.