Members' Consent to Dissolution
(NJ LLC)

Summary

This Members' Consent to Dissolution (NJ LLC) template memorializes the unanimous written consent of the members of a New Jersey limited liability company (LLC) to dissolve the LLC, as well as to take further steps to wind up its affairs. This template includes practical guidance and drafting notes. Article 7 of the Revised Uniform Limited Liability Company Act of the state of New Jersey (N.J. Stat. §§ 42:2C-48 – 42:2C-56) addresses dissolution of a New Jersey LLC. A New Jersey LLC may dissolve, without limitation, upon the consent of all of its members. N.J. Stat. § 42:2C-48. Other events that may cause dissolution include, without limitation (1) the occurrence of an event specified in the LLC's operating agreement, (2) the passage of 90 days in which the LLC has no members, (3) on application by a member that the LLC is engaging in unlawful, illegal, or similar activities. N.J. Stat. § 42:2C-48. For further information on dissolution of a New Jersey LLC, see Dissolution (NJ LLC).