Mississippi Code
Miss. Code Ann. § 79-29-403 (2026)
Reliance on reports and information
✓ current as of July 2026
A member, manager, officer or liquidating trustee of a limited liability company shall be fully protected in relying in good faith upon:
- (a) The records of the limited liability company; and upon
- (b) Information, opinions, reports or statements, including, information, opinions, reports or statements as to the value and amount of the assets, liabilities, profits or losses of the limited liability company, or the value and amount of assets, reserves, contracts, agreements or other undertakings that would be sufficient to pay claims and obligations of the limited liability company or to make reasonable provision to pay such claims and obligations, or any other facts pertinent to the existence and amount of assets from which distributions might properly be paid which are presented by:
- (i) Another manager of the limited liability company;
- (ii) A member of the limited liability company;
- (iii) A liquidating trustee of the limited liability company;
- (iv) An officer of the limited liability company;
- (v) An employee of the limited liability company;
- (vi) Committees of the limited liability company, members or managers; or
- (vii) Any other person as to matters the member, manager, officer or liquidating trustee reasonably believes is within such other person's professional or expert competence.
Laws, 2010, ch. 532, § 1, eff. 1/1/2011.
Notes of Decisions
Cited in 2
cases, 2008–2011 · leading case: Bluewater Logistics, LLC v. Williford, 55 So. 3d 148 (Miss. 2011).
Bluewater Logistics, LLC v. Williford, 55 So. 3d 148 (Miss. 2011). “2009) ("A person who is a member of a limited liability company is not liable, by reason of being a member, under a judgment, decree or order of a court, or in any other manner, for a debt, obligation or liability of the limited liability company, whether arising in contract,…”
Bluewater Logistics, LLC v. James Stewart Williford, Jr. (Miss. 2008). “28 Miss. Code Ann. § 79-29-403 (Rev. 2009). 18 ¶48.”
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