DISSOLVING AND WINDING DOWN THE KENTUCKY …

DISSOLVING AND WINDING DOWN THE KENTUCKY BUSINESS ENTITY

Sponsor: Business Law Section CLE Credit: 1.0

Wednesday, June 21, 2017 10:40 a.m. - 11:40 a.m. East Ballroom A-B

Owensboro Convention Center Owensboro, Kentucky

A NOTE CONCERNING THE PROGRAM MATERIALS

The materials included in this Kentucky Bar Association Continuing Legal Education handbook are intended to provide current and accurate information about the subject matter covered. No representation or warranty is made concerning the application of the legal or other principles discussed by the instructors to any specific fact situation, nor is any prediction made concerning how any particular judge or jury will interpret or apply such principles. The proper interpretation or application of the principles discussed is a matter for the considered judgment of the individual legal practitioner. The faculty and staff of this Kentucky Bar Association CLE program disclaim liability therefore. Attorneys using these materials, or information otherwise conveyed during the program, in dealing with a specific legal matter have a duty to research original and current sources of authority.

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TABLE OF CONTENTS

The Presenters................................................................................................................. i

Dissolution of a Limited Liability Company ......................................................................1 Introduction .......................................................................................................... 1 The Effect of Dissolution upon the LLC................................................................7 Articles of Dissolution ..........................................................................................9 Winding Up........................................................................................................10 The Effect of Reinstatement after Administrative Dissolution ............................. 13

THE PRESENTERS

Vincent F. Heuser, Jr. Hirsh and Heuser

3600 Goldsmith Lane Louisville, Kentucky 40220

(502) 458-5879 vince@

VINCENT F. HEUSER, JR. is the managing partner of Hirsh and Heuser in Louisville where he focuses his practice in the areas of business law, estate planning and litigation, including asset protection and security. He received his J.D. from the Louis D. Brandeis School of Law at the University of Louisville. Mr. Heuser is admitted to practice before the United States District Court, the United States Court of Appeals for the Sixth Circuit and the United States Tax Court.

R. Douglas Martin Doug Martin Law Office 1031 Wellington Way, Suite 135 Lexington, Kentucky 40513 (859) 224-0101 dmartin@

R. DOUGLAS MARTIN maintains a private practice in Lexington. Prior to opening his practice, Mr. Martin worked with Greenebaum Doll & McDonald and Stoll Keenon & Park. He also served as general counsel to the Kentucky Cabinet for Economic Development, as well as the 10th District representative to the Lexington-Fayette Urban County Council. Mr. Martin received his B.A. from the University of Kentucky and his J.D. from the University of Kentucky College of Law, where he was a member of the Kentucky Law Journal. He is a member of the Fayette County and Kentucky Bar Associations. Mr. Martin has twice served as chair of the Kentucky Bar Association Business Law Section and is a frequent speaker and author on business law, commercial real estate and government financial incentives. Since 2008, he has chaired the University of Kentucky's Biennial Real Estate Law Institute, and serves on the planning committees for the University of Kentucky Biennial Business Associations Law Institute, the Kentucky Bar Association Securities Law Conference, and the Kentucky Commercial Real Estate Conference. In addition, he is the author of the Kentucky Small Business Law Blog.

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