HB 5639 Summary

• Enacts the Connecticut Uniform Limited Liability Company Act (sections 1-102), effective July 1, 2017, establishing comprehensive statutory framework for LLC formation, management, member rights, and dissolution in Connecticut.

• Allows LLCs to be member-managed or manager-managed with flexible operating agreements; establishes fiduciary duties, member information rights, and mechanisms for member dissociation and derivative actions.

• Permits professional service LLCs in specified fields (medicine, law, accounting, psychology, etc.) with restrictions on membership and practice scope; requires "P.L.L.C." designation in company name.

• Provides procedures for foreign LLC registration, merger and interest exchange transactions, and dissolution with creditor notice and claim bar provisions.

• Amends corporate governance standards for business corporations and benefit corporations (effective October 1, 2016) and creates Connecticut Center for Commercial Claims and Connecticut Rapid Arbitration Act for expedited business dispute resolution.