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Category Archives: Dissolution Basics
Judicial Expulsion of a Member-Manager Triggers Dissolution
Are you a member-manager of an LLC in Illinois? Your expulsion as a member of the LLC may result in your removal from “manager” status and may even bring about the dissolution of the LLC. The Illinois appellate court provided … Continue reading
Posted in Dissolution Basics
Tagged 805 ILCS 180/1-1, Manager, Removal, Tully v McLean
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Can an LLC Sue or Be Sued Based on Events That Occurred When It Was Dissolved?
According to at least one Illinois Appellate Court, an LLC can sue or be sued based on events that occurred when it was dissolved if the LLC is later reinstated. In Revolution Madison, LLC v. Eccles, 2015 IL App (2d) … Continue reading
Fiduciary Duty Modifications
When it comes to Illinois LLCs, one member’s allegation that the LLC’s manager has breached its fiduciary duty can quickly spiral into a full-blown claim for judicial dissolution, i.e., a business divorce. Link. Illinois LLCs are materially different than Illinois … Continue reading
Grounds For Involuntary Dissolution in Illinois
In Illinois, the grounds for involuntary dissolution vary depending on the kind of entity in question. Corporations The grounds for judicial dissolution of a closely held Illinois corporation are found at 805 ILCS 5/12.56, which provides that a court may … Continue reading
Posted in Dissolution Basics
Tagged 805 ILCS 180/35-1(4), 805 ILCS 206/801(5), 805 ILCS 5/12.56
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The Two Basic Kinds of Dissolution: Voluntary and Involuntary (Judicial)
Dissolution is the “death” of a company. Generally, there are two ways an Illinois company (corporation, LLC or partnership) can be dissolved: voluntarily, by vote of its owners (shareholders, members or partners) or involuntarily, by an owner seeking to dissolve … Continue reading
Posted in Dissolution Basics
Tagged 805 ILCS 180/35-1(4), 805 ILCS 206/801(5), 805 ILCS 5/12.56
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