New Mexico Statutes

N.M. Stat. § 53-19-1 (2026)

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Chapter 53, Article 19 NMSA 1978 may be cited as the "Limited Liability Company Act".

History: Laws 1993, ch. 280, § 1; 1998, ch. 108, § 29. ANNOTATIONS

Cross references. — For Registered Limited Liability Partnerships, see 54-1A-1101 NMSA 1978 et seq.

The 1998 amendment, effective January 1, 1999, substituted "Chapter 53, Article 19 NMSA 1978" for "Sections 1 through 74 of this act" at the beginning of the section.

Law reviews. — For comment, "Limited Liability Companies in New Mexico," see 27 N.M.L. Rev. 615 (1997).

Am. Jur. 2d, A.L.R. and C.J.S. references. — Construction and application of limited liability company acts, 79 A.L.R.5th 689.

Notes of Decisions
Cited in 8 cases (1 in the last 5 years), 2005–2024 · leading case: Bogle v. Summit Inv. Co., 2005-NMCA-024, 107 P.3d 520.
Bogle v. Summit Inv. Co., 2005-NMCA-024, 107 P.3d 520. · cites it 2× “A court cannot say as a matter of law that a corporate agent was not acting in the best interest of the corporation by interfering with its contractual duties simply because, as in this case, the agent may have stood to profit along with the corporation.”
Buke, LLC v. Cross Country Auto Sales, LLC, 2014-NMCA-078, 331 P.3d 942. · cites it 3× “The Act and Operating Agreement {23} An LLC is an entity created by statute — the New Mexico Limited Liability Company Act (the Act), codified at NMSA 1978, §§ 53-19-1 to -74 (1993, as amended through 2003).”
Hawks Holdings, LLC v. Kalinowski (In re Kalinowski), 482 B.R. 334 (B.A.P. 10th Cir. 2012). “See generally "Limited Liability Company Act,” N.M. Stat. Ann. §§ 53-19-1 through 53-19-74.”
Hawks Holdings, LLC v. Kalinowski (In Re Kalinowski), 449 B.R. 797 (Bankr. D.N.M. 2011). “1978 §§ 53-19-1 to 53-19-13 (providing that "the debts, obligations and liabilities of a limited liability company, whether arising in contract, tort, or otherwise, shall be solely the debts, obligations and liabilities of the limited liability company.”
Patel v. Patel (In re Patel), 536 B.R. 1 (Bankr. D.N.M. 2015). “1978 § 53-19-1, et. seq. (“NMLLCA”), does not require such claims to be asserted as derivative actions.”
Wagner Equip. Co. v. Wood, 938 F. Supp. 2d 1203 (D.N.M. 2013). · cites it 2× “On May 23, 2012, a Certificate of Registration was issued to PAMF by the PRC, pursuant to the New Mexico Limited Liability Act, NMSA 1978 § 53-19-1 et seq. Doc. 122-1. As PAMF thus is now properly registered in New Mexico, their previous unregistered status is not a bar to .”
Storm River, LLC v. Jordan Foster Constr., LLC, No. 1:24-cv-00327 (D.N.M. June 27, 2024). · cites it 2× “See also NMSA 1978 §§ 53-19-1, et. seq. This Court is not aware of any binding precedent defining “members” for the purposes of Rule 7.”
Buke, LLC v. Cross Cnty. Auto Sales, LLC, No. 32,559 (N.M. Ct. App. Apr. 23, 2014). · cites it 3× “The Act and Operating Agreement {23} An LLC is an entity created by statute—the New Mexico Limited Liability Company Act (the Act), codified at NMSA 1978, §§ 53-19-1 to -74 (1993, as amended through 2003).”
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