Legal Question in Investment Law in Nevada

business investment liability

i was m. partner of a now ternminated nevada llc. the llc made an invest ment in a SEC approved investment that later the SEC shut down because it was a ponzi. my llc had, before this happen terminated it's investment, had it's principal returned with the profit. can the SEC come after me personally for the illegal (their words) profit or just the llc? they have send a letter to the llc but not to me personally. the profits were used to sustain the llc for a time but the llc is terminated in may 07

Asked on 4/22/09, 6:40 pm

1 Answer from Attorneys

Warren Markowitz Warren R. Markowitz, Esq

Re: business investment liability

It is unfortunate but the SEC may be using the illegal distribution clause in the operating agreement of the LLC against you.

Generally speaking (because I have not read the business docs), an LLC may require the return of distributions that are illegal or for some other predetermined reason. In that instance, the SEC may choose to chase the members for return of their portion of the funds.

I suggest that you contact an attorney that has the experience in handling LLC and SEC matters, if you like we can arrange an opportunity to speak. I wouldn not proceed without representation at this point in time.

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Answered on 4/22/09, 6:46 pm

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