{"data":{"id":"us-ar/ark.-code-ann.-4-38-701","jurisdiction":"us-ar","citation":"Ark. Code Ann. § 4-38-701","heading":"Events causing dissolution","body":"(a) A limited liability company is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following: (1) an event or circumstance that the operating agreement states causes dissolution; (2) the affirmative vote or consent of all the members; (3) the passage of 90 consecutive days during which the company has no members unless before the end of the period: (A) consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and (B) at least one person becomes a member in accordance with the consent; (4) on application by a member, the entry by the circuit court of an order dissolving the company on the grounds that: (A) the conduct of all or substantially all the company's activities and affairs is unlawful; (B) it is not reasonably practicable to carry on the company's activities and affairs in conformity with the certificate of organization and the operating agreement; or (C) the managers or those members in control of the company: (i) have acted, are acting, or will act in a manner that is illegal or fraudulent; or (ii) have acted or are acting in a manner that is oppressive and was, is, or will be directly harmful to the applicant; or (5) the signing and filing of a statement of administrative dissolution by the Secretary of State under § 4-38-708 . (b) In a proceeding brought under subsection (a)(4)(C), the court may order a remedy other than dissolution. Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.\n\n(a) A limited liability company is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following: (1) an event or circumstance that the operating agreement states causes dissolution; (2) the affirmative vote or consent of all the members; (3) the passage of 90 consecutive days during which the company has no members unless before the end of the period: (A) consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and (B) at least one person becomes a member in accordance with the consent; (4) on application by a member, the entry by the circuit court of an order dissolving the company on the grounds that: (A) the conduct of all or substantially all the company's activities and affairs is unlawful; (B) it is not reasonably practicable to carry on the company's activities and affairs in conformity with the certificate of organization and the operating agreement; or (C) the managers or those members in control of the company: (i) have acted, are acting, or will act in a manner that is illegal or fraudulent; or (ii) have acted or are acting in a manner that is oppressive and was, is, or will be directly harmful to the applicant; or (5) the signing and filing of a statement of administrative dissolution by the Secretary of State under § 4-38-708 .\n\n(1) an event or circumstance that the operating agreement states causes dissolution;\n\n(2) the affirmative vote or consent of all the members;\n\n(3) the passage of 90 consecutive days during which the company has no members unless before the end of the period: (A) consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and (B) at least one person becomes a member in accordance with the consent;\n\n(A) consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and\n\n(B) at least one person becomes a member in accordance with the consent;\nthe time the consent is to be effective; and (B) at least one person becomes a member in accordance with the consent;\n\n(A) consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective; and\n\n(B) at least one person becomes a member in accordance with the consent;\n\n(4) on application by a member, the entry by the circuit court of an order dissolving the company on the grounds that: (A) the conduct of all or substantially all the company's activities and affairs is unlawful; (B) it is not reasonably practicable to carry on the company's activities and affairs in conformity with the certificate of organization and the operating agreement; or (C) the managers or those members in control of the company: (i) have acted, are acting, or will act in a manner that is illegal or fraudulent; or (ii) have acted or are acting in a manner that is oppressive and was, is, or will be directly harmful to the applicant; or\n\n(A) the conduct of all or substantially all the company's activities and affairs is unlawful;\n\n(B) it is not reasonably practicable to carry on the company's activities and affairs in conformity with the certificate of organization and the operating agreement; or\n\n(C) the managers or those members in control of the company: (i) have acted, are acting, or will act in a manner that is illegal or fraudulent; or (ii) have acted or are acting in a manner that is oppressive and was, is, or will be directly harmful to the applicant; or\n\n(i) have acted, are acting, or will act in a manner that is illegal or fraudulent; or\n\n(ii) have acted or are acting in a manner that is oppressive and was, is, or will be directly harmful to the applicant; or\n\n(5) the signing and filing of a statement of administrative dissolution by the Secretary of State under § 4-38-708 .\n\n(b) In a proceeding brought under subsection (a)(4)(C), the court may order a remedy other than dissolution.","path":["AR Code","Title 4","Chapter 38","Subchapter 7"],"source_url":"https://oss-data-us.vaquill.ai/v2026.08/us_ar_statutes.parquet","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:41Z","sha256":"69987a89fe21bdff683ea3352fb2f090e5ab809e35f5241513bcb74a0439b93a","source_id":"us-ar","stale":false,"prev":"us-ar/ark.-code-ann.-4-38-603","next":"us-ar/ark.-code-ann.-4-38-702"},"notice":"GroundRules: Original legal text. Not legal advice."}
