Oregon Statutes 63.625 – Distribution of assets upon dissolution
Upon the winding up of a limited liability company, the assets shall be distributed as follows:
Terms Used In Oregon Statutes 63.625
- Articles of organization: means the document described in ORS § 63. See Oregon Statutes 63.001
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Operating agreement: means any valid agreement, written or oral, of the member or members as to the affairs of a limited liability company and the conduct of the limited liability company's business. See Oregon Statutes 63.001
(1) To the extent permitted by law, to creditors, including members and former members who are creditors, in satisfaction of liabilities of the limited liability company other than liabilities for distributions to members under ORS § 63.200 or 63.249;
(2) Except as provided in the articles of organization or any operating agreement, to members and former members of the limited liability company in satisfaction of the limited liability company’s obligations for distributions due and owing under ORS § 63.200 or 63.249; and
(3) Except as provided in the articles of organization or any operating agreement, to members of the limited liability company first for the return of their previously unreturned contributions and thereafter in the proportions in which the members share in profits. [1993 c.173 § 59; 1997 c.646 § 11]