New Jersey § 42:2c-36
Full text of New Jersey New Jersey Statutes § 42:2c-36, with citation guidance and answers to common questions.
§ 42:2c-36.
Liability for Improper Distributions. a. Except as otherwise provided in subsection b. of this section, if a member of a
member-managed limited liability company or manager of a manager-managed limited liability
company consents to a distribution made in violation of section 35 of this act 1 and in consenting to the distribution fails to comply with section 39 of this act, 2 the member or manager is personally liable to the company for the amount of the distribution
that exceeds the amount that could have been distributed without the violation of
section 35 of this act. b. To the extent the operating agreement of a member-managed limited liability company
expressly relieves a member of the authority and responsibility to consent to distributions
and imposes that authority and responsibility on one or more other members, the liability
stated in subsection a. of this section applies to the other members and not the member
that the operating agreement relieves of authority and responsibility. c. A person that receives a distribution knowing that the distribution to that person
was made in violation of section 35 of this act is personally liable to the limited
liability company but only to the extent that the distribution received by the person
exceeded the amount that could have been properly paid under section 35 of this act. d. A person against which an action is commenced because the person is liable under
subsection a. of this section may: (1) implead any other person that is subject to liability under subsection a. of this
section and seek to compel contribution from the person; and (2) implead any person that received a distribution in violation of subsection c.
of this section and seek to compel contribution from the person in the amount the
person received in violation of subsection c. of this section. e. An action under this section is barred if not commenced within two years after
the distribution. 1
L.2012, c. 50 (N.J.S.A. § 42:2C-35). 2
L.2012, c. 50 (N.J.S.A. § 42:2C-39).
Frequently Asked Questions About New Jersey § 42:2c-36
What does New Jersey Statutes § 42:2c-36 cover?
Section 42:2c-36 is part of the New Jersey Statutes, the codified statutory law of New Jersey. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite New Jersey § 42:2c-36?
A common citation format is "New Jersey Statutes § 42:2c-36" (New Jersey). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of New Jersey law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the New Jersey official source linked on this page or consult a licensed New Jersey attorney.
How does New Jersey § 42:2c-36 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in New Jersey can advise on how this section applies to you. Contact your state or local bar association for a referral.
Sources & Verification
Not legal advice. Verify against the official source and consult a licensed attorney in New Jersey.