State Codes and Statutes

State Codes and Statutes

Statutes > Nebraska > Chapter21 > 21-151

21-151. Administrative dissolution.(ULLCA 705) (a) The Secretaryof State may dissolve a limited liability company administratively if thecompany does not:(1) pay, within sixtydays after the due date, any fee, tax, or penalty due to the Secretary ofState under the Nebraska Uniform Limited Liability Company Act or law otherthan the act; or(2)deliver, within sixty days after the due date, its biennial report to theSecretary of State.(b)If the Secretary of State determines that a ground exists for administrativelydissolving a limited liability company, the Secretary of State shall filea record of the determination and serve the company with a copy of the filedrecord.(c)If within sixty days after service of the copy pursuant to subsection (b)of this section a limited liability company does not correct each ground fordissolution or demonstrate to the reasonable satisfaction of the Secretaryof State that each ground determined by the Secretary of State does not exist,the Secretary of State shall dissolve the company administratively by preparing,signing, and filing a declaration of dissolution that states the grounds fordissolution. The Secretary of State shall serve the company with a copy ofthe filed declaration.(d)A limited liability company that has been administratively dissolved continuesin existence but, subject to section 21-152, may carry on only activitiesnecessary to wind up its activities and liquidate its assets under sections 21-148 and 21-154 and to notify claimants under sections 21-149 and 21-150.(e) The administrativedissolution of a limited liability company does not terminate the authorityof its agent for service of process. SourceLaws 2010, LB888, § 51.Operative Date: January 1, 2011