Legal Question in Business Law in California

legal responsibility belongin to llc

I am involved in a llc, however I have no control over the finances of this or how the record keeping is done. What is my liability as a non responsible member. There is only one signature on checks written and I can't seem to get one of the partners to give me copies of the books.


Asked on 6/22/00, 1:11 am

1 Answer from Attorneys

Joshua Genser Joshua G. Genser, Attorney at Law

Re: legal responsibility belongin to llc

Your risk of liability for the acts or omissions of the LLC are very low. That's the point of an LLC: like shareholders of a corporation, members of an LLC cannot be held liable for the acts and omissions of the company. Thus, only your actual investment in the company is at risk. There are some exceptions, however. Under certain circumstances, taxing authorities, such as the IRS, could impose personal liability on you. Another remote possibility is that some creditor could convince a court to hold that the existence of the LLC is a fraud, and that the creditor should be permitted to hold the members personally liable. Both are very unlikely.

To find out your rights to see the company's books and records, go see a lawyer and show him or her the LLC's Operating Agreement as well as other documents.

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Answered on 8/31/00, 8:48 pm


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