Rhode Island § 7-16-39 - The Rhode Island Limited Liability Company Act

Full text of Rhode Island Rhode Island General Laws § 7-16-39 — The Rhode Island Limited Liability Company Act, with citation guidance and answers to common questions.

§ 7-16-39. The Rhode Island Limited Liability Company Act

R.I. Gen. Laws § 7-16-39

§ 7-16-39. Dissolution.

A limited liability company is dissolved and its affairs shall be wound up upon the happening of the first to occur of the following:

(1) At any time specified in the articles of organization;

(2) An event specified in the articles of organization or a written operating agreement to cause dissolution;

(3) By action of members taken pursuant to § 7-16-21(b)(1);

(4) On the written consent of a majority of the capital values of the remaining members after the death, withdrawal, expulsion, bankruptcy, or dissolution of a member, or the occurrence of any other event that terminates the continued membership of a member in the limited liability company, unless otherwise provided in the articles of organization or a written operating agreement;

(5) Unless otherwise provided in the articles of incorporation or a written operating agreement, on the death, withdrawal, expulsion, bankruptcy or dissolution of the last remaining member or any other event that terminates the continued membership of the last remaining member, unless within ninety (90) days the successor(s) in interest of the last remaining member and any assignees of the member’s interest and of any other member’s interest agree in writing to admit at least one (1) member to continue the business of the limited liability company; or

(6) Entry of a decree of judicial dissolution under § 7-16-40.

History of Section.
P.L. 1992, ch. 280, § 1; P.L. 1997, ch. 188, § 5.

Source: official Rhode Island text · Last verified 2026-08-27

Frequently Asked Questions About Rhode Island § 7-16-39

What does Rhode Island General Laws § 7-16-39 cover?

Section 7-16-39 ("The Rhode Island Limited Liability Company Act") is part of the Rhode Island General Laws, the codified statutory law of Rhode Island. 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 Rhode Island § 7-16-39?

A common citation format is "Rhode Island General Laws § 7-16-39" (Rhode Island). 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 Rhode Island law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the Rhode Island official source linked on this page or consult a licensed Rhode Island attorney.

How does Rhode Island § 7-16-39 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Rhode Island 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 Rhode Island.