09-34022 In re Schomisch

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Business
LLCs; dissolution

An LLC can only be dissolved in accordance with the statutes and operating agreement.

“Because this Court lacks subject matter jurisdiction to dissolve the company pursuant to Wis. Stat. § 183.0902 (‘the circuit court for the county where the limited liability company’s principal office, or, if none in this state, its registered office, is or was last located may order dissolution of a limited liability company’), it denies the debtor’s request to retroactively dissolve the LLC. To date, the LLC still has not been properly dissolved, even though Mr. Schomisch dissociated from the firm on September 29, 2009, and ineffectively tried to dissolve it thereafter. Therefore, the LLC maintains a lien in the contingent fee employment contracts, less a fair allowance for the time and expenses attributed to the services of Mr. Schomisch after dissociation. As consented to by both parties, an arbitrator shall be appointed to determine the value of the legal services provided by Mr. Schomisch to the clients of the LLC after his bankruptcy was filed.”

09-34022 In re Schomisch

E.D.Wis., McGarity, Bankr. J.