§ 57C-3-30. Liability to third parties of members, managers, directors, and executives; parties to actions; governing law. - North Carolina Statutes

Part 3. Liability.

§ 57C‑3‑30. Liability to third parties of members, managers, directors, and executives;parties to actions; governing law.

(a)        A person who is amember, manager, director, executive, or any combination thereof of a limitedliability company is not liable for the obligations of a limited liabilitycompany solely by reason of being a member, manager, director, or executive anddoes not become so by participating, in whatever capacity, in the management orcontrol of the business. A member, manager, director, or executive may,however, become personally liable by reason of that person's own acts orconduct.

(b)        A member of alimited liability company is not a proper party to proceedings by or against alimited liability company, except where the object of the proceeding is toenforce a member's right against or liability to the limited liability company.

(c)        The liability ofmembers, managers, directors, and executives of a limited liability companyformed and existing under this Chapter shall at all times be determined solelyand exclusively by this Chapter and the laws of this State.

(d)        If a conflictarises between the laws of this State and the laws of any other jurisdictionwith regard to the liability of members, managers, directors, or executives ofa limited liability company formed and existing under this Chapter for thedebts, obligations, and liabilities of the limited liability company, thisChapter and the laws of this State shall govern in determining the liability. (1993, c. 354, s. 1; 2001‑387,s. 69.)