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The Vermont Statutes Online
Title
11
:
Corporations, Partnerships and Associations
Chapter
021
:
LIMITED LIABILITY COMPANIES
Subchapter
003
:
RELATIONS OF MEMBERS AND MANAGERS TO PERSONS DEALING WITH LIMITED LIABILITY COMPANY
[Section 3043 repealed effective July 1, 2016.]
[Section 3043 repealed effective July 1,
2016.]
§
3043. Liability of members and managers
(a) Except as
otherwise provided in subsection (b) of this section, the debts, obligations
and liabilities of a limited liability company, whether arising in contract,
tort or otherwise, are solely the debts, obligations and liabilities of the
company. A member or manager is not personally liable for a debt, obligation or
liability of the company solely by reason of being or acting as a member or
manager, except that such member or manager may become personally liable by
reason of his or her own acts or conduct.
(b) All or
specified members of a limited liability company are liable in their capacity
as members for all or specified debts, obligations or liabilities of the
company if:
(1) a provision
to that effect is contained in the articles of organization; and
(2) a member so
liable has consented in writing to the adoption of the provision or to be bound
by the provision. (Added 1995, No. 179 (Adj. Sess.), § 4.)