It's really the worst of both worlds. Since the LLC was dissolved administratively for failure to file, the other members of the shareholder agreement could sue you personally to enforce it since you did not keep up the corporate formalities to protect yourself from liability. On the other hand, your LLC cannot enforce it because it is dissolved, and you cannot enforce it because you are not a party to the agreement.
I'm not sure I understand. They can sue me but can they withhold the stocks or the payout that in the agreement? (pages you did not get).
I'm saying that since your LLC is the signatory to the agreement, and since it is dissolved, it cannot enforce the agreement against them. Something that has, as you put it, "ceased to exist" cannot be a plaintiff in a court of law in Florida. So if we are talking about real money here, you are going to want to sit with a corporate lawyer or a good litigator and try to (1) reinstate the LLC, or (2) somehow sue them as the successor in interest, but I think that is a long shot.
If I reinstate the LLC do things look better? The LLC can be reinstated. I checked.
Yes then at least it has standing to sue them if they refuse to pay. Then all you have to overcome is any argument that they might make that the LLC did not perform under the agreement.
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