How will my Minnesota LLC change after Jan 1, 2018 when the new 322C Law takes over for the old 322B LLC statute?
All MN limited liability companies (“LLCs”) organized prior to Aug 1, 2015 under Minnesota Statute Chapter 322B, the Minnesota Limited Liability Company Act (“322B”), will be governed by Minnesota Statute Chapter 322C, the Minnesota Revised Uniform Limited Liability Company Act (“322C”) on January 1, 2018.
Why did MN change its LLC statute?
Minnesota's old LLC law was based on a corporation model and will now reflect the uniform LLC laws enacted by a majority of states to reflect a partnership based model. This change adopts best p
What do I have to do to change my MN LLC to the New 322C Law?
This is a mandatory change that will happen automatically without any action by an LLC. Without any action your company may have changes that it doesn't want or expect. Below is a list of some basic changes that will happen but each company is different and may have various situations that could affect them. Please contact our law firm to review your situation and ensure that your documents provide what you need and want for your company.
Get your organizing documents together; Articles of Organization, member control agreement, operating agreement, bylaws, and any other limited liabilty company agreement that may exist between the members, managers, or governors. Remember that unless you adopt a new operating agreement in writing under 322C, all existing 322B documents become your operating agreement. Contact our law firm to discuss a review of your agreements and what is required to update any documents.
Unless you want us to draft new agreements and/or file documents, a basic review of your documents including advising you regarding potential issues starts at $250.00. Please call for more information and to discuss your legal needs at (651) 204-7152