Ariz. Rev. Stat. » Title 29
Arizona Revised Statutes

Ariz. Rev. Stat. § 29-3304 (2026)

Liability of members and managers

✓ current as of May 2026
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29-3304. Liability of members and managers

A. A debt, obligation or other liability of a limited liability company is solely the debt, obligation or other liability of the company.  A member or manager is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation or other liability of the company or for the acts or omissions of any other member, manager, agent or employee of the company, solely by reason of being or acting as a member or manager. This subsection applies regardless of the dissolution of the company.

B. The failure of a limited liability company to observe formalities relating to the exercise of its powers or management of its activities and affairs is not a ground for imposing liability on a member or manager for a debt, obligation or other liability of the company.

Notes of Decisions
Cited in 10 cases (10 in the last 5 years), 2021–2025 · leading case: State v. Tunkey (Ariz. 2023).
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State v. Tunkey (Ariz. 2023). · cites it 4× “See A.R.S. § 29-3304(A) (providing that members of a limited liability company are not personally liable for the company’s debts or liability).”
Charbel v. Joyece (Ariz. Ct. App. 2025). · cites it 4× “Because Charbel’s work enriched the Joyces, they are subject to liability for restitution. See Restatement § 1.”
Stratton v. Burton (Ariz. Ct. App. 2022). · cites it 2× “¶11 Generally, a member of an LLC is “not personally liable, directly or indirectly, .”
Pacesetter Consulting LLC v. Kapreilian (D. Ariz. 2021). · cites it 2× “) Pacesetter also argues that Ball cannot be personally liable for 12 attorneys’ fees because he is protected by A.R.S. § 29-3304(A), which provides, in relevant 13 part, that a “debt, obligation, or other liability of a limited liability company is solely the 14 debt,…”
SPUS8 Dakota LP v. KNR Contractors LLC (D. Ariz. 2022). · cites it 2× “See A.R.S. § 29-3304(A); Arizona Tile, L.L.C.”
Innovative Sports Mgmt. Inc. v. Ghuman (D. Ariz. 2024). · cites it 2× “§§ 553 , 605 for the acts of Defendant Union Jack Pub Mesa, 19 LLC because the Arizona Liability Act, A.R.S. § 29-3304, shields these individual 20 members from liability.”
Driver v. Good Works Auto Repair LLC (D. Ariz. 2024). · cites it 2× “A.R.S. § 29-3304(A). There are exceptions to this limited liability, and some are outlined || in statutory language.”
Lucky Horse v. Yarbrough (Ariz. Ct. App. 2025). · cites it 2× “” A.R.S. § 29-3304(A). ¶14 Sebastien argues Dally can be liable under the “piercing the corporate veil” doctrine, which permits courts to disregard corporate status when a corporation is the alter ego of an individual and “the observance of the corporate form would sanction a…”
Blue Compass RV LLC v. McFadden (D. Ariz. 2025). “19 § 29-3304 (Arizona’s Limited Liability Company Act listing member, manager, and 20 employee separately).”
Botanisol Holdings II, LLC v. Propheter, 2021 NCBC 68 (N.C. Bus. Ct. 2021). “” Ariz. Rev. Stat. § 29-3304 (LexisNexis 2019).”
— Ariz. Rev. Stat. § 29-3304(A) — 7 cases
State v. Tunkey (Ariz. 2023). “See A.R.S. § 29-3304(A) (providing that members of a limited liability company are not personally liable for the company’s debts or liability).”
Charbel v. Joyece (Ariz. Ct. App. 2025). “Because Charbel’s work enriched the Joyces, they are subject to liability for restitution. See Restatement § 1.”
Stratton v. Burton (Ariz. Ct. App. 2022). “¶11 Generally, a member of an LLC is “not personally liable, directly or indirectly, .”
Pacesetter Consulting LLC v. Kapreilian (D. Ariz. 2021). “) Pacesetter also argues that Ball cannot be personally liable for 12 attorneys’ fees because he is protected by A.R.S. § 29-3304(A), which provides, in relevant 13 part, that a “debt, obligation, or other liability of a limited liability company is solely the 14 debt,…”
SPUS8 Dakota LP v. KNR Contractors LLC (D. Ariz. 2022). “See A.R.S. § 29-3304(A); Arizona Tile, L.L.C.”
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