WILLIAM DONALD SCHAEFER, Governor                            Ch. 459

4A-203.2.

EXCEPT FOR THOSE PROHIBITIONS IN THIS TITLE CONCERNING THE PERSONAL
LIABILITY OF MEMBERS, MANAGERS, EMPLOYEES, AND AGENTS OF A LIMITED
LIABILITY COMPANY, NOTHING IN THIS TITLE IS INTENDED TO RESTRICT OR LIMIT
IN ANY MANNER THE AUTHORITY AND DUTY OF A REGULATORY BODY THAT
LICENSES PROFESSIONALS WITHIN THIS STATE TO LICENSE PERSONS WHO RENDER
PROFESSIONAL SERVICES OR TO REGULATE THE PRACTICE OF ANY PROFESSION
THAT IS WITHIN THE JURISDICTION OF THE REGULATORY BODY,
NOTWITHSTANDING THAT THE PERSON IS A MEMBER, MANAGER, EMPLOYEE, OR
AGENT OF A LIMITED LIABILITY COMPANY AND IS RENDERING THE PROFESSIONAL
SERVICES OR ENGAGING IN THE PRACTICE OF THE PROFESSION THROUGH THE
LIMITED LIABILITY COMPANY.

4A-301.

[Except as otherwise provided by this title, no member shall be personally liable for
the obligations of the limited liability company, whether arising in contract, tort or
otherwise, solely by reason of being a member of the limited liability company.] EXCEPT
AS OTHERWISE SPECIFICALLY PROVIDED IN THIS TITLE, A MEMBER, MANAGER,
EMPLOYEE, OR AGENT OF A LIMITED LIABILITY COMPANY IS NOT PERSONALLY
LIABLE UNDER A JUDGMENT, DECREE, OR ORDER OF ANY COURT, AGENCY, OR
OTHER TRIBUNAL OF ANY TYPE, IN A STATE, OR ON ANY OTHER BASIS, FOR A DEBT,
OBLIGATION, OR LIABILITY OF THE LIMITED LIABILITY COMPANY.

4A-301.1.

(A) THE LIABILITY OF A MEMBER, MANAGER, EMPLOYEE, OR AGENT OF A
LIMITED LIABILITY COMPANY SHALL BE DETERMINED SOLELY AND EXCLUSIVELY
BY THE PROVISIONS OF THIS TITLE AND ANY REGULATIONS ADOPTED UNDER THIS
TITLE.

(B)     (1) PERSONAL LIABILITY OF A MEMBER OF A LIMITED LIABILITY
COMPANY TO ANY PERSON OR IN AN ACTION OR PROCEEDING FOR A DEBT,
OBLIGATION, OR LIABILITY OF THE LIMITED LIABILITY COMPANY, OR FOR AN ACT
OR OMISSION OF ANOTHER MEMBER, MANAGER, EMPLOYEE, OR AGENT OF THE
LIMITED LIABILITY COMPANY, SHALL BE GOVERNED SOLELY AND EXCLUSIVELY BY
THIS TITLE AND THE LAWS OF THIS STATE.

(2) WHENEVER A CONFLICT ARISES BETWEEN THE LAW OF THE STATE
AND THE LAWS OF ANY OTHER STATE WITH REGARD TO THE LIABILITY OF A
MEMBER OF A LIMITED LIABILITY COMPANY FOR THE DEBTS, OBLIGATIONS,
LIABILITIES OF THE LIMITED LIABILITY COMPANY, OR THE ACTS OR OMISSIONS OF
OTHER MEMBERS, MANAGERS, EMPLOYEES, OR AGENTS OF THE LIMITED LIABILITY
COMPANY, THIS STATE'S LAW SHALL BE DEEMED TO GOVERN IN DETERMINING THE
LIABILITY:

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