Ohio Code 1706.7610 – Separate asset series-responsibility to wind up activities after dissolution
(A) Subject to division (C) of section 1706.769 of the Revised Code, after dissolution of a series, the remaining members associated with the series, if any, and if none, a person appointed by all holders of the membership interest last assigned by the last person to have been a member associated with the series, may wind up the series’ activities.
Terms Used In Ohio Code 1706.7610
- Member: means a person that has been admitted as a member of a limited liability company under section 1706. See Ohio Code 1706.01
- Membership interest: means a member's right to receive distributions from a limited liability company or series thereof. See Ohio Code 1706.01
- Person: means an individual, entity, trust, estate, government, custodian, nominee, trustee, personal representative, fiduciary, or any other individual, entity, or series thereof in its own or any representative capacity, in each case, whether foreign or domestic. See Ohio Code 1706.01
- Tribunal: means a court or, if provided in the operating agreement or otherwise agreed, an arbitrator, arbitration panel, or other tribunal. See Ohio Code 1706.01
(B) The appropriate tribunal may order supervision of the winding up of a dissolved series, including the appointment of a person to wind up the series’ activities for any of the following reasons:
(1) On application of a member associated with the series, if the applicant establishes good cause;
(2) On application of an assignee associated with a series, if both of the following apply:
(a) There are no members associated with the series.
(b) Within a reasonable time following the dissolution a person has not been appointed pursuant to division (A) of this section.
(3) In connection with a proceeding under division (E) of section 1706.768 of the Revised Code.