[WSBARP] ending LLC when parties don't agree.

[Bryce Dille]

See also RCW25.15.297(5)  crt can appoint person to wind up activities.

Bryce H. Dille
Dille Law, PLLC
1800 Cooper Point Road SW Bldg 11
Olympia, WA 98502
Office: 360-350-0270
Cell: 253-579-5561

PLEASE NOTE:  our new address above.

** Please note that I use the dictation feature of my iPhone and that sometimes everything I say does not get properly translated**




[R_Alan_Swanson-WH-200]

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From: wsbarp-bounces at lists.wsbarppt.com <wsbarp-bounces at lists.wsbarppt.com> On Behalf Of Mark McClure
Sent: Wednesday, July 31, 2024 12:50 PM
To: WSBA Real Property Listserv <wsbarp at lists.wsbarppt.com>
Subject: Re: [WSBARP] ending LLC when parties don't agree.

RCW 25.15.274<https://urldefense.proofpoint.com/v2/url?u=http-3A__app.leg.wa.gov_RCW_default.aspx-3Fcite-3D25.15.274&d=DwMFaQ&c=euGZstcaTDllvimEN8b7jXrwqOf-v5A_CdpgnVfiiMM&r=ZjJT61sMYHYXW1a7W0qvaz-zO3o_Ea2RRxXvW5Yr3-0&m=2cVxdS2cz8Di9VfcvkcZg-LixZIeI-OXZPGf0SHs07SBeeYqswwn2xWNKxzJu_TU&s=iESbVzOL-hx5IYisFCY8-zCXY4uxXuliGLW_RWf7yhg&e=>
Judicial dissolution.
On application by a member or manager the superior courts may order dissolution of a limited liability company whenever: (1) It is not reasonably practicable to carry on the limited liability company's activities in conformity with the certificate of formation and the limited liability company agreement; or (2) other circumstances render dissolution equitable.

There may be a way out if the members cannot agree upon the disposition of assets or cooperate in the further management of the LLC.
Mark C. McClure
Managing Attorney
Law Office of Mark McClure, PS
"Why Retire With Debt?"
1103 West Meeker Street, #101
Kent, WA 98032
Office:  253.631.6484
Email: Mark at McClureLawGroup.com<mailto:Mark at McClureLawGroup.com>
Notice of Unavailability:       May 8, 2024 – May 12, 2024; June 14, 2024 - June 21, 2024
CONFIDENTIALITY NOTICE: This email contains legal stuff. If you are not the intended recipient you could get into a lot of trouble if you read it, and even more trouble if you tell someone else about it. So, the best thing to do is ignore it and forget you ever saw it. Thank you.

From: wsbarp-bounces at lists.wsbarppt.com<mailto:wsbarp-bounces at lists.wsbarppt.com> [mailto:wsbarp-bounces at lists.wsbarppt.com<mailto:wsbarp-bounces at lists.wsbarppt.com>] On Behalf Of Craig Gourley
Sent: Wednesday, July 31, 2024 12:40 PM
To: WSBA Real Property Listserv
Subject: [WSBARP] ending LLC when parties don't agree.

Listmates.  I have a client that owns property with another person in an LLC.   One party wants to end the relationship and the other does not.   Operating agreement requires unanimous consent to terminate and the LLC statute does not appear to have a default exit strategy.  If this property was owned as tenants in common a simple partition action would be the remedy but I am not seeing anything similar when property is owned in an LLC.  Any solution I am missing?    Thanks, Craig

GOURLEY LAW GROUP
THE EXCHANGE CONNECTION
SNOHOMISH ESCROW
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Snohomish, WA 98291
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