Florida Statutes 605.0701 – Events causing dissolution
Current as of: 2023 | Check for updates
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A limited liability company is dissolved and its activities and affairs must be wound up upon the occurrence of the following:
(1) An event or circumstance that the operating agreement states causes dissolution.
(2) The consent of all the members.
(3) The passage of 90 consecutive days during which the company has no members, unless:
(a) Consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and
Terms Used In Florida Statutes 605.0701
- Department: means the Department of State. See Florida Statutes 605.0102
- Member: means a person who:(a) Is a member of a limited liability company under…. See Florida Statutes 605.0102
- Operating agreement: means an agreement, whether referred to as an operating agreement or not, which may be oral, implied, in a record, or in any combination thereof, of the members of a limited liability company, including a sole member, concerning the matters described in…. See Florida Statutes 605.0102
- Person: means an individual, business corporation, nonprofit corporation, partnership, limited partnership, limited liability company, limited cooperative association, unincorporated nonprofit association, statutory trust, business trust, common law business trust, estate, trust, association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality, or another legal or commercial entity. See Florida Statutes 605.0102
(b) At least one person becomes a member in accordance with the consent.
(4) The entry of a decree of judicial dissolution in accordance with s. 605.0705.
(5) The filing of a statement of administrative dissolution by the department pursuant to s. 605.0714.