Judge Colin Leis, Case 22AHCP00163 2022-10-19 Tentative Ruling

Rosa jaime, Plaintiff, vs. Thomas smock, et al., Defendants.	Case No.:	22AHCP00163
	Hearing Date:	October 19, 2022
	Time:	8:30 a.m.
	[Tentative] Order RE: PLAINTIFF Rosa jaime’s motion for court supervision of voluntary dissolution

The court considered the moving papers filed in support of this motion. Defendant, who is in default, did not file a response.

Rosa Jaime and Thomas Smock started Tequisquiapan, LLC (“LLC”) in 2004, which owns and operates a business in Sierra Madre. In March 2021, Jaime signed as a 50 percent owner a Member Action of Tequisquiapan LLC to dissolve the LLC. She also signed a Certificate of Dissolution (LLC-3) and sent it to Smock. Jaime alleges that Smock has not cooperated in the dissolution, including refusing to show to potential buyers the real property that the LLC owns. Jaime asks that the court designate her the as the sole person permitted to take action on the LLC’s behalf in winding up the LLC’s affairs. Jaime also asks that the court order Smock to cooperate with the LLC’s dissolution. And, finally, Jaime asks that the court retain jurisdiction to oversee the LLC’s dissolution.

The holder of record of fifty percent (50%) of the outstanding ownership interests of an LLC is entitled to voluntarily dissolve the LLC under Corporations Code section 17701.01, subdivision (b). The court shall designate the member(s) who are to wind up the affairs of the limited liability company. (Cal. Corp. Code § 17707.04(b)). The court has authority to supervise the LLC’s winding up in a voluntary dissolution (Cal. Corp. Code § 17707.04, subd. (b)). Because of Smock’s failure to cooperate, the court finds it reasonably necessary to issue a decree of dissolution in order to protect Jaime’s interests.

The court grants Jaime’s motion. Jaime shall file for the court’s signature a proposed order consistent with the court’s ruling.