On June 18, 2012, the Governor of New Hampshire signed into law New Hampshire’s entirely new limited liability company act. The law is effective January 1, 2013, for LLCs formed in New Hampshire after December 31, 2012, and January 1, 2014, for New Hampshire LLCs formed before January 1, 2013. The law is called the “New Hampshire Revised Limited Liability Company Act.”
The primary author of the new act is attorney John Cunningham who has written two treatises on limited liability companies. He and Vernon Proctor wrote Drafting Delaware LLC Agreements. John is the author of the $674 Drafting Limited Liability Company Operating Agreements (3d ed. 2012). I own, refer to and recommend both of these expensive legal how to books.
Read Johns’ newspaper article on the new law called “What will new LLC Act mean for businesses” in which he crows “The new act is arguably the best LLC act in the United States.”
I gave the new Act a quick over view and generally liked what I saw. The Act imposes fiduciary duties on members and managers. It also provides for default statutory provisions that apply to all NH LLCs unless they adopt an Operating Agreement that provides otherwise. The one provision I do not like is the charging order provision because it allows a creditor of a member to sell the member’s interest in the LLC.