N.Y. Limited Liability Company Law Section 705
Articles of dissolution


Within ninety days following the dissolution and the commencement of winding up of the limited liability company, or at any other time after the expiration of the time period for continuation of the limited liability company without the agreement in writing to continue by the legal representative of the last remaining member under paragraph four of subdivision (a) of § 701 (Dissolution)section seven hundred one of this article has expired, articles of dissolution shall be filed with the department of state entitled “Articles of dissolution of... (name of limited liability company) under section seven hundred five of the Limited Liability Company Law” and executed in accordance with § 207 (Execution of articles or certificates)section two hundred seven of this chapter. The articles of dissolution shall set forth:


the name of the limited liability company; and if it has been changed, the name under which it was formed;


the date of filing of its articles of organization;


the event giving rise to the filing of the articles of dissolution; and


any other information the persons filing the articles determine.


The cancellation of the articles of organization is effective at the time of filing of the articles of dissolution.


The cancellation of the articles of organization shall not affect the liability of the members during the period of winding up and termination of the limited liability company.

Source: Section 705 — Articles of dissolution, https://www.­nysenate.­gov/legislation/laws/LLC/705 (updated Sep. 22, 2014; accessed Dec. 2, 2023).

Dec. 2, 2023

Last modified:
Sep. 22, 2014

§ 705’s source at nysenate​.gov

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