State Codes and Statutes
Statutes > New-hampshire > TITLEXXVIII > CHAPTER304-C > 304-C-56Unless otherwise provided in a limited liability company agreement:
I. The business or affairs of the limited liability company may be wound up:
(a) By the members or managers who have authority pursuant to RSA 304-C:31 to manage the limited liability company prior to dissolution; or
(b) If one or more of such members or managers have engaged in wrongful conduct, or upon other cause shown, by the superior court on application of any member or any member's legal representative or assignee in which case the superior court shall appoint a liquidating trustee.
II. The persons winding up the business or affairs of the limited liability company, in the name of, and for and on behalf of, the limited liability company may:
(a) Prosecute and defend suits;
(b) Settle and close the business of the limited liability company;
(c) Dispose of and transfer the property of the limited liability company;
(d) Discharge the liabilities of the limited liability company; and
(e) Distribute to the members any remaining assets of the limited liability company;
All without affecting the liability of members and managers and without imposing liability on a liquidating trustee.
Source. 1993, 313:1, eff. July 1, 1993.
