Neb. Rev. Stat. » Chapter 21
Nebraska Revised Statutes

Neb. Rev. Stat. § 21-129 (2026)

Liability of members and managers

✓ current as of July 2026
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(RULLCA 304) (a) The debts, obligations, or other liabilities of a limited liability company, whether arising in contract, tort, or otherwise:

(1) are solely the debts, obligations, or other liabilities of the company; and

(2) do not become the debts, obligations, or other liabilities of a member or manager solely by reason of the member acting as a member or manager acting as a manager.

(b) The mere failure of a limited liability company to observe any particular formalities relating to the exercise of its powers or management of its activities is not a ground for imposing liability on the members or managers for the debts, obligations, or other liabilities of the company.

(c) Any member, manager, or employee of a limited liability company with the duty to collect, account for, or pay over any taxes imposed upon a limited liability company or with the authority to decide whether the limited liability company will pay taxes imposed upon a limited liability company shall be personally liable for the payment of such taxes in the event of willful failure on his or her part to have a limited liability company perform such act. Such taxes shall be collected in the same manner as provided under section 77-1783.01.

Notes of Decisions
Cited in 4 cases (3 in the last 5 years), 2015–2026 · leading case: Steinhausen v. HomeServices of Neb., 289 Neb. 927 (Neb. 2015).
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Steinhausen v. HomeServices of Neb., 289 Neb. 927 (Neb. 2015). · cites it 2× “22 See Neb. Rev. Stat. § 21-129 (a) (Reissue 2012).”
Perkins v. RMR Bldg. Grp., 320 Neb. 707 (Neb. 2026). · cites it 3× “707 a limited liability company’s identity only where the com- pany has been used to commit fraud, violate a legal duty, or perpetrate a dishonest or unjust act in contravention of the rights of another.”
Perkins v. RMR Bldg. Grp., 320 Neb. 707 (Neb. 2026). · cites it 3× “707 a limited liability company’s identity only where the com- pany has been used to commit fraud, violate a legal duty, or perpetrate a dishonest or unjust act in contravention of the rights of another.”
Perkins v. RMR Bldg. Grp. (Neb. Ct. App. 2025). · cites it 2× “See Neb. Rev. Stat. § 21-129 (Reissue 2022). See, also, Thomas & Thomas Court Reporters v.”
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