Bill > HB1713

This bill amends Missouri law to allow circuit courts to dissolve limited liability companies (LLCs) under specific circumstances, expanding the grounds beyond those previously listed. Previously, circuit courts could dissolve an LLC if it was not reasonably practical to continue its business according to its operating agreement, but this bill adds several new conditions under which a court may decree dissolution, including when dissolution is necessary to protect members' rights, if the business has been abandoned, if management is deadlocked or experiencing internal dissension, if operations are substantially impaired, or if those in control have engaged in persistent fraud, mismanagement, or abuse of authority. The bill also introduces provisions for obtaining a "certificate of good standing" for both LLCs and their individual series, which serves as official proof that the entity exists and has met state requirements to conduct business. Furthermore, it clarifies that individual series within an LLC, which can have separate business purposes and liabilities, must be individually profiled and searchable on the secretary of state's website by January 31, 2027, and that these series can obtain their own stand-alone certificates of good standing.