RSA 304-C:141 Certificate of Dissolution; Distributions of Assets Upon Liquidation of Limited Liability Company.

I. Before making any distributions of assets to any members and managers upon the winding up of a limited liability company, the limited liability company or any person or persons authorized to wind up the limited liability company's internal affairs shall first obtain a certificate of dissolution from the department of revenue administration in accordance with RSA 77-A:18.
II. Upon the completion of the winding up of a limited liability company, the assets of the limited liability company shall be distributed as follows:
(a) Payment, or adequate provision for payment, shall be made to creditors, including, to the extent permitted by law, members who are creditors in satisfaction of liabilities of the limited liability company;
(b) Unless an operating agreement pro