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      RS 12:1336     


§1336.  Winding up

A.  Except as otherwise provided in the articles of organization or a written operating agreement, upon dissolution the members shall wind up the limited liability company's affairs.  The windup of the limited liability company's affairs may be conducted by appointment of one or more liquidators to conduct the windup and liquidation.  However, such appointment shall not be operative until both of the following occur:

(1)  Notice of authorization of the dissolution, stating that the limited liability company is to be liquidated out of court and giving the name and post office address of each liquidator, has been published at least once in a newspaper of general circulation in the parish in which the limited liability company's registered office is located, and a copy of such notice, with the affidavit of the publisher of the newspaper to the fact of such publication attached, has been filed with the secretary of state.  

(2)  Articles of dissolution have been filed with the secretary of state in accordance with R.S. 12:1339.  

B.  However, any court of competent jurisdiction may wind up the limited liability company's affairs on application of any member or his legal representative or assignee or of any liquidator.  

Acts 1992, No. 780, §2, eff. July 7, 1992.  

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