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HRS §428-703

When a former member can still bind the company

Read the official text at capitol.hawaii.gov ↗

After a member leaves a limited liability company, the company may still be responsible for deals the former member makes for two years, but only if the other party believed the person was still a member and had no notice of the departure. This applies only if the company continues operating.

The statute, as written — Dissociated member's power to bind the limited liability company

A copy, taken August 20, 2026. The version published by the Legislature is the one that governs, and it may have changed since. Check it before relying on anything here.

Provided that the dissociation does not result in a dissolution and winding up of a limited liability company's business, for two years after a member dissociates from the company, the company, including a surviving company under part IX, shall be bound by an act of the dissociated member which would have bound the company under section 428-301 before dissociation only if at the time of entering into the transaction the other party: (1) Reasonably believed that the dissociated member was then a member; (2) Did not have notice of the member's dissociation; and (3) Is not deemed to have had notice under section 428-704.
Read the official text at capitol.hawaii.gov ↗as published Jan 6, 2026our copy taken Aug 20, 2026

Sections this one refers to

§428-301 Who can act for the company and bind it

LawTrove is not legal advice. The summary above is a computer-generated restatement — the authoritative text is the official version linked above.