If I wish to leave an LLC partnership and my partner wishes to continue running the company, am I responsible for my share of the companies debt?

Asked on August 30, 2011 Wyoming


SJZ, Member, New York Bar / FreeAdvice Contributing Attorney

Answered 9 years ago | Contributor

If you are still one of the owners of the LLC, yes, you'd still be responsible for its debt, even if no longer actively involved. You need to make sure you are no longer an owner or managing member of the LLC. You should consult with an attorney who can determine the best way to do this--this might be to keep the current LLC and remove you in some fashion (partner buys you out? even for a nominal amount?) or by having the partner create a new LLC and transfer all the assets and business name to it, then dissolve the current LLC. Which is best will depend on the exact circumstances--let an attorney guide in the best way to do this. Don't forget about any debts you have personally guaranteed and company credit cards--you need to address those as well.

IMPORTANT NOTICE: The Answer(s) provided above are for general information only. The attorney providing the answer was not serving as the attorney for the person submitting the question or in any attorney-client relationship with such person. Laws may vary from state to state, and sometimes change. Tiny variations in the facts, or a fact not set forth in a question, often can change a legal outcome or an attorney's conclusion. Although AttorneyPages.com has verified the attorney was admitted to practice law in at least one jurisdiction, he or she may not be authorized to practice law in the jurisdiction referred to in the question, nor is he or she necessarily experienced in the area of the law involved. Unlike the information in the Answer(s) above, upon which you should NOT rely, for personal advice you can rely upon we suggest you retain an attorney to represent you.