16-20-304. Liability of members and managers.
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/ut/title-16/chapter-20/16-20-304·A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
Effective 10/1/2026
16-20-304. Liability of members and managers.
(a)A debt, obligation, or other liability of a limited liability company is solely the debt, obligation, or other liability of the limited liability company.
(b)A member or manager is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation, or other liability of the limited liability company solely by reason of being or acting as a member or manager.
(c)This Subsection
(1)applies regardless of the dissolution of the limited liability company.
(2)The failure of a limited liability company to observe formalities relating to the exercise of the limited liability company's powers or management of the limited liability company's activities and affairs is not a ground for imposing liability on a member or manager of the limited liability company for a debt, obligation, or other liability of the limited liability company.
Renumbered and Amended by Chapter 93 , 2026 General Session