If there was no partnership agreement for an LLC and a partner died (there were only 2) does the LLC dissolve with the death of the partner?...

Question

If there was no partnership agreement for an LLC and a partner died (there were only 2) does the LLC dissolve with the death of the partner? Also if the other partner then changed the tax ID's, bank accounts - but first split and remaining funds, LLC Agreements and agent of that company (so basically kept the name but now wants it to be only run by him), would the deceased partners estate be responsible for any debts that occured prior to his death?

There was an arbitration as the result of a contract that existed when both partners were alive and they lost the arbitration so would each partner be responsible for 1/2 of the award or the company even though it is now being run as a different LLC?

Answer

The LLC would not have to be dissolved due to the death of a member even if that death means that only one member remains. However, like most issues in an LLC, it depends on the agreement between the members.

Whether the deceased member's estate would have any liability is a much more complex question. But either way you should retain a good local business attorney to assist with the many issues you now have.

Answer

LLCs are a form of corporation. Partnerships are something totally different. Which do you have? (Either way you need a lawyer).