VETOES

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.

4A-302.1.

(A) THIS SUBTITLE DOES NOT ALTER ANY LAW APPLICABLE TO THE
RELATIONSHIP BETWEEN AN INDIVIDUAL RENDERING PROFESSIONAL SERVICES
AND A PERSON RECEIVING THOSE SERVICES, INCLUDING LIABILITY ARISING OUT
OF THOSE PROFESSIONAL SERVICES.

(B) (1) AN INDIVIDUAL RENDERING PROFESSIONAL SERVICES SHALL
REMAIN PERSONALLY LIABLE FOR THE CONSEQUENCES OF THE INDIVIDUAL'S OWN
ACTS OR OMISSIONS TO THE EXTENT PROVIDED BY THE LAW OF THE STATE OR ANY
OTHER STATE IN WHICH THE INDIVIDUAL SHALL BE CONSIDERED RESPONSIBLE.

(2) A MEMBER, MANAGER, EMPLOYEE, OR AGENT OF A LIMITED
LIABILITY COMPANY MAY NOT BE HELD PERSONALLY LIABLE FOR THE ACTS OR
OMISSIONS OF ANY OTHER MEMBER, MANAGER, EMPLOYEE, OR AGENT OF THE
LIMITED LIABILITY COMPANY.

4A-1101.

[The provisions of this title shall apply to commerce with foreign nations and
among the several states only as permitted by law.] EXCEPT AS PROHIBITED BY LAW,
THE PROVISIONS OF THIS TITLE SHALL DETERMINE THE RIGHTS AND OBLIGATIONS
OF A LIMITED LIABILITY COMPANY IN COMMERCE WITH FOREIGN NATIONS AND
AMONG THE SEVERAL STATES.

- 3522 -

H.B. 429