17-76,118.Winding up.
(a) Unless otherwise provided in the operating agreement, a
manager who has not
wrongfully dissolved a limited liability company or, if none, the members or a
person approved by
the members 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, may wind up the limited
liability company's affairs;
but the district court upon cause shown, may wind up the limited liability
company's affairs upon
application of any member or manager, personal representative or assignee,
and in connection therewith, may appoint a liquidating trustee.
(b) Upon dissolution of a limited liability company and until the filing of a
certificate of
dissolution as provided in
K.S.A. 17-7675, and amendments thereto,
the persons
winding up the limited
liability company's affairs may, in the name of, and for and on behalf of, the
limited liability
company, prosecute and defend suits, whether civil, criminal or administrative,
gradually settle and
close the limited liability company's business, dispose of and convey the
limited liability company's
property, discharge or make reasonable provision for the limited liability
company's liabilities, and
distribute to the members any remaining assets of the limited liability
company, all without affecting
the liability of member and managers without imposing liability on a
liquidating trustee.
17-76,118.Winding up.
(a) Unless otherwise provided in the operating agreement, a
manager who has not
wrongfully dissolved a limited liability company or, if none, the members or a
person approved by
the members 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, may wind up the limited
liability company's affairs;
but the district court upon cause shown, may wind up the limited liability
company's affairs upon
application of any member or manager, personal representative or assignee,
and in connection therewith, may appoint a liquidating trustee.
(b) Upon dissolution of a limited liability company and until the filing of a
certificate of
dissolution as provided in
K.S.A. 17-7675, and amendments thereto,
the persons
winding up the limited
liability company's affairs may, in the name of, and for and on behalf of, the
limited liability
company, prosecute and defend suits, whether civil, criminal or administrative,
gradually settle and
close the limited liability company's business, dispose of and convey the
limited liability company's
property, discharge or make reasonable provision for the limited liability
company's liabilities, and
distribute to the members any remaining assets of the limited liability
company, all without affecting
the liability of member and managers without imposing liability on a
liquidating trustee.
17-76,118.Winding up.
(a) Unless otherwise provided in the operating agreement, a
manager who has not
wrongfully dissolved a limited liability company or, if none, the members or a
person approved by
the members 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, may wind up the limited
liability company's affairs;
but the district court upon cause shown, may wind up the limited liability
company's affairs upon
application of any member or manager, personal representative or assignee,
and in connection therewith, may appoint a liquidating trustee.
(b) Upon dissolution of a limited liability company and until the filing of a
certificate of
dissolution as provided in
K.S.A. 17-7675, and amendments thereto,
the persons
winding up the limited
liability company's affairs may, in the name of, and for and on behalf of, the
limited liability
company, prosecute and defend suits, whether civil, criminal or administrative,
gradually settle and
close the limited liability company's business, dispose of and convey the
limited liability company's
property, discharge or make reasonable provision for the limited liability
company's liabilities, and
distribute to the members any remaining assets of the limited liability
company, all without affecting
the liability of member and managers without imposing liability on a
liquidating trustee.