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J. Warren
J. Warren, Attorney
Category: Business Law
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Experience:  Experience in general business transaction and formation matters.
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what are all the powers that a member canceled LLC, "Do Not

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what are all the powers that a member canceled LLC, "Do Not Have"
Hello! Thank you for your question today. My goal is to provide you with the information you seek.

Please note: (1) this is general information only, not legal advice; and (2) I will provide you with honest information and not necessarily to tell you might be hoping to hear.

After on an LLC is canceled it is only permitted to wind up its business affairs, such as, pay off creditor, make final distributions to its members and file final tax return. An LLC may not conduct any business under the name of the LLC after it is canceled.

Here is the revel ant statute from the California Code that statutorily states what an LLC has the power to do:

"17354. (a) A limited liability company that is dissolved nevertheless continues to exist for the purpose of winding up its affairs, prosecuting and defending actions by or against it in order to collect and discharge obligations, disposing of and conveying its property, and collecting and dividing its assets. A limited liability company shall not continue business except so far as necessary for the winding up thereof.

(b) No action or proceeding to which a limited liability company is a party abates by the dissolution of the limited liability company or by reason of proceedings for the winding up and dissolution thereof.

(c) Any assets inadvertently or otherwise omitted from the winding up continue in the dissolved limited liability company for the benefit of the persons entitled thereto upon dissolution and on realization shall be distributed accordingly."

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All states have intricacies in their laws and any information given is simply information only and specifically is not intended to be, nor does it constitute, legal advice. This communication does not establish an attorney-client relationship with you.

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