Maine Revised Statutes

Me. Rev. Stat. tit. 31, § 1504 (2026)

Nature, purpose and duration of limited liability company

✓ current as of May 2026

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1. Distinct entity. A limited liability company is an entity distinct from its members.

[PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]

2. Any lawful purpose. A limited liability company may have any lawful purpose, regardless of whether for profit.

[PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]

3. Duration. A limited liability company has perpetual duration.

[PL 2009, c. 629, Pt. A, §2 (NEW); PL 2009, c. 629, Pt. A, §3 (AFF).]

SECTION HISTORY

PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).

Notes of Decisions

Cited in 8 cases (2 in the last 5 years), 2017–2023 · leading case: Candy A. (Bridges) Littell v. Cole G. Bridges, 2023 ME 29 (Me. 2023).

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Candy A. (Bridges) Littell v. Cole G. Bridges, 2023 ME 29 (Me. 2023). “Thus, because “[a] limited liability company is an entity distinct from its members,” 31 M.R.S. § 1504(1) (2023), courts may not exercise personal jurisdiction over an LLC in a divorce action because an LLC is not a party, see Howard, 2010 ME 83, ¶ 12 , 2 A.”

Sea Salt LLC v. Td Bank Na (D. Me. 2021). · cites it 2× “at 6 (citing 31 M.R.S. §§ 1504, 1544). Coinbase further asserts that Sea Salt’s Second Amended Complaint does not allege facts that could lead to a conclusion that it had “the willful and knowing state of mind necessary to state a section 2702 claim.”

Ruddell v. Strack (Me. Super. Ct 2017). “Seifer's Liability "A limited liability company is an entity distinct from its members." 31 M.R.S. § 1504(1). "A person who is a member of a limited liability company is not liable, solely by reason of being a member .”

Janvier v. Janvier (Me. Super. Ct 2017). “" 31 M.R.S. § 1504. Members' rights to distributions from a limited liability company are governed by statute and the LLC agreement.”

Legal-Ease, LLC v. Egdall (Me. Super. Ct 2018). “" 31 M.R.S. § 1504(1); see also LaBelle v. Crepeau, 593 A.”

ARS Architecture, PA. v. Merrill Drive, LLC (Me. Super. Ct 2018). “" 31 M.R.S. § 1504(1). A member of a LLC "is not liable, solely by reason of being a member" for a liability of the LLC.”

ARS Architecture, PA v. Winter Street, LLC (Me. Super. Ct 2018). “and Count IV Dowling echoes Winter Street's arguments for dismissal of the remaining Counts, but in the alternative argues that these Counts must be dismissed as to him personally because Dowling's involvement in this dispute was exclusively in his capacity as a member/ manager…”

Kittery Foreside, LLC v. Livingston (Me. Super. Ct 2019). “” 31 M.R.S. § 1504(1). Hence, Ryan did not become an individual party to the Purchase and Sale Agreement simply because the limited liability company in which she may have been a member executed the Agreement.”

— Me. Rev. Stat. tit. 31, § 1504(1) — 7 cases

Sea Salt LLC v. Td Bank Na (D. Me. 2021). “at 6 (citing 31 M.R.S. §§ 1504, 1544). Coinbase further asserts that Sea Salt’s Second Amended Complaint does not allege facts that could lead to a conclusion that it had “the willful and knowing state of mind necessary to state a section 2702 claim.”

Legal-Ease, LLC v. Egdall (Me. Super. Ct 2018). “" 31 M.R.S. § 1504(1); see also LaBelle v. Crepeau, 593 A.”

ARS Architecture, PA. v. Merrill Drive, LLC (Me. Super. Ct 2018). “" 31 M.R.S. § 1504(1). A member of a LLC "is not liable, solely by reason of being a member" for a liability of the LLC.”

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