liability once LLC is closed?

I am considering starting an LLC to sell homemade baby slings. If my venture doesn't pan out, and I officially close the LLC business, will liability for slings that have already been sold be my own personal liability, or will liability become dissolved with the business?
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Answers (2)

Dana Howard Shultz

Dana Howard Shultz

Contributor Level 7
Let's assume that (a) you complete the LLC dissolution process properly (first link below) and (b) you do not have any "alter ego" problems (second link below - discusses corporations, but applies similarly to LLCs).

Once the LLC is dissolved, your personal liability for LLC obligations would be limited to the amount of any distributions that you received from the LLC at the time of dissolution (third link below).

Disclaimer: This post does not constitute legal advice and does not establish an attorney-client relationship.
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Pamela Koslyn

Pamela Koslyn

Contributor Level 10
My colleague has ably answered the possibilities and scope of potential personal liability when the LLC is dissolved. I would only add that while operating the LLC, you need to be careful to only do business as the LLC, with all contracts, business assets, etc. in the name of the LLC nad not your own name, and you need to observe the few LLC formalities that exist. And, if you are required to personally guaranty any of the LLC's obligations, such as for a loan or a commercial lease, then you could incur personal liability.

Disclaimer: Please note that this answer does not constitute legal advice, and should not be relied on, since each state has different laws, each situation is fact specific, and it is impossible to evaluate a legal problem without a comprehensive consultation and review of all the facts and documents at issue. This answer does not create an attorney-client relationship.
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