Liability of members and managers
Source:
Section 63.165 — Liability of members and managers, https://www.oregonlegislature.gov/bills_laws/ors/ors063.html.
Notes of Decisions
Where limited liability company was administratively dissolved and one member entered into loan transaction after dissolution and transaction was not related to winding up and liquidating LLC, other member of LLC, who did not have actual knowledge of LLC dissolution, is not personally liable for debt incurred as result of transaction. Wohrman v. Rogers, 274 Or App 846, 362 P3d 704 (2015)
Where member-manager of limited liability company delegated to human resources director of limited liability company that employed plaintiff who was injured while at work responsibility to carry out safety program designed by member-manager, member-manager is not protected from liability for negligent acts in managing limited liability company that contributed to injury. Member-manager may be held personally liable for actions taken on behalf of limited liability company to same extent as if member-manager were acting in individual capacity. Cortez v. Nacco Material Handling Group, 356 Or 254, 337 P3d 111 (2014)
Where limited liability company operated landfill and ORS 459.205 and 459.268 imposed obligations directly on each person controlling landfill, this provision does not prevent liability being imposed for each person’s failure to satisfy those obligations. Kinzua Resources v. DEQ, 366 Or 674, 468 Or 410 (2020)
Law Review Citations
73 OLR 5 (1994)
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