Nevada Revised Statutes
Nev. Rev. Stat. § 86.381 (2026)
Member of company is not proper party in proceeding by or against company; exception
✓ current as of July 2026
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NRS 86.381 Member of company is not proper party in proceeding by or
against company; exception. A
member of a limited-liability company is not a proper party to proceedings by
or against the company, except where the object is to enforce the member’s
right against or liability to the company.
(Added to NRS by 1991, 1304)
Notes of Decisions
Cited in 16
cases (8 in the last 5 years), 2013–2026 · leading case: Gardner Vs. Henderson Water Park, LLC, 2017 NV 54 (Nev. 2017).
Gardner Vs. Henderson Water Park, LLC, 2017 NV 54 (Nev. 2017). “371 and NRS 86.381, a member cannot be personally responsible for the LLC's liabilities solely by virtue of being a member.”
Gardner Vs. Henderson Water Park, LLC, 2017 NV 54 (Nev. 2017). “371 and NRS 86.381, a member cannot be personally responsible for the LLC's liabilities solely by virtue of being a member.”
Gardner Vs. Dist. Ct. (henderson Water Park, Llc), 2017 NV 89 (Nev. 2017). “lAfter the district court denied the Gardners' motion for leave to amend the complaint, the district court granted summary judgment in favor of the member-LLCs, dismissing the member-LLCs as improper defendants pursuant to NRS 86.381. The district court certified this order…”
Gardner Vs. Dist. Ct. (henderson Water Park, Llc), 2017 NV 89 (Nev. 2017). “lAfter the district court denied the Gardners' motion for leave to amend the complaint, the district court granted summary judgment in favor of the member-LLCs, dismissing the member-LLCs as improper defendants pursuant to NRS 86.381. The district court certified this order…”
Susan Hoy v. Jones (D. Nev. 2020). “” Nev. Rev. Stat. § 86.381 . 25 “NRS 86.371 is not intended to shield members or managers from liability for personal 26 negligence.”
Pelletier v. Rodriguez (D. Nev. 2021). “Not only does Nevada law prohibit such suits, see NRS § 86.381, but Plaintiff 21 22 23 24 6The Purchase Agreement refers to the contracting parties as “William V.”
Darrough v. SOC LLC (D. Nev. 2025). “(citing Nev. Rev. Stat. § 86.381 ). 13 Defendants next argue that the amended complaint “continues to define SOC LLC and 14 [SOC-SMG and Day & Zimmerman] collectively as ‘SOC’ and then proceed[s] to allege that 15 ‘SOC’ committed various wrongful acts in violation of Plaintiffs’…”
DeFiore v. SOC LLC (D. Nev. 2025). “(citing Nev. Rev. Stat. § 86.381 ). 13 Defendants next argue that the amended complaint “continues to define SOC LLC and 14 [SOC-SMG and Day & Zimmerman] collectively as ‘SOC’ and then proceed[s] to allege that 15 ‘SOC’ committed various wrongful acts in violation of Plaintiffs’…”
Batchelor v. Cortese (Nev. 2013). “371 and NRS 86.381. This argument fails, however, because it assumes that the liability is only that of the limited liability company.”
Israyelyan Vs. Chavez (Nev. 2020). “For cases regarding limited liability companies and their members, NRS 86.381 provides that "[a] member of a limited liability company is not a proper party to SUPREME COURT OF NEVADA 5 (01 1947A 441gPOD proceedings by or against the company, except where the object is to…”
Razaghi v. Razaghi Dev. Co., LLC (D. Nev. 2023). “See NRS 86.381 (“A member of a limited- 4 liability company is not a proper party to proceedings by or against the company, except where 5 the object is to enforce the member’s right against or liability to the company”); In re KRSM 6 Properties, LLC, 318 B.”
Lentz v. Donald Norris Assocs., PLLC d/b/a Stonepoint Le (Bankr. S.D. Miss. 2020). “”)); see also Nev. Rev. Stat. Ann. §§ 86.381 (“A member of a limited-liability company is not a proper party to proceedings .”
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