Maine Code § 31-1601

Application of assets in winding up limited liability company's activities
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Upon the winding up of a limited liability company, the assets must be applied as follows. [PL
2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]
1. Payment to creditors. Payment, or adequate provision for payment, must be made to creditors,
including, to the extent permitted by law, members who are creditors, in satisfaction of liabilities of the
limited liability company.
[PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]
2. Surplus. After a limited liability company complies with subsection 1, any surplus must be
distributed:
A. To each person owning a transferable interest that reflects contributions made on account of
such transferable interest and not previously returned, in an amount equal to the value of the
unreturned contributions; and [PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3
(AFF).]
B. After the distribution under paragraph A, to each person owning a transferable interest in the
proportions in which the owners of transferable interests share in distributions prior to dissolution.
[PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]
[PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]
3. Distribution in proportion to value. If the limited liability company does not have sufficient
surplus to comply with subsection 2, paragraph A, any surplus must be distributed among the owners
of transferable interests in proportion to the value of their respective unreturned contributions.
[PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]

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