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Massachusetts · Through amendments passed before May 31, 2026

Mass. Gen. Laws ch. 156C, § 63: Duties and liabilities of members and managers

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Where this section sits in the code
  1. Part I
  2. Title XXII
  3. Chapter 156C

Section 63. (a) Unless the provisions of this chapter or the context indicate otherwise, each reference in the General Laws to a ''person'', where such reference includes any partnership, whether general or limited and whether domestic or foreign, shall be deemed to include a limited liability company.

(b) To the extent that, at law or in equity, a member or manager has duties, including fiduciary duties, and liabilities relating thereto to a limited liability company or to another member or manager, (1) any such member or manager acting under the operating agreement shall not be liable to the limited liability company or to any such other member or manager for the member's or manager's good faith reliance on the provision of the operating agreement, and (2) the member's or manager's duties and liabilities may be expanded or restricted by provisions in the operating agreement.

Collected 2026-09-17T05:23:40Z. Source file · JSON

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