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Pennsylvania Consolidated Statutes

15 Pa. Cons. Stat. § 8106 (2026)

 Failure to observe formalities.

✓ current as of May 2026
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§ 8106.  Failure to observe formalities.

The failure of a limited liability partnership, limited partnership, limited liability limited partnership, electing partnership or limited liability company to observe formalities relating to the exercise of its powers or management of its activities and affairs is not a ground for imposing liability on a partner, member or manager of the entity for a debt, obligation or other liability of the entity.

(Nov. 21, 2016, P.L.1328, No.170, eff. 90 days)

 

2016 Amendment.  Act 170 added section 8106.

Notes of Decisions
Cited in 6 cases (5 in the last 5 years), 2019–2026 · leading case: Mortimer, R. v. McCool, M. (Pa. Super. Ct. 2019).
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Mortimer, R. v. McCool, M. (Pa. Super. Ct. 2019). · cites it 2× “According to 15 Pa.C.S. § 8106: The failure of a . . .”
In Re: Dravo LLC, Appeal of: Carmeuse Lime (Pa. 2026). · cites it 2× “15 Pa. C.S. § 8106 (emphasis added). The comment to Section 8106 explains: This section pertains to the equitable doctrine of “piercing the veil”— i.”
In Re: Dravo LLC, Appeal of: Carmeuse Lime (Pa. 2026). · cites it 2× “15 Pa. C.S. § 8106 (emphasis added). The comment to Section 8106 explains: This section pertains to the equitable doctrine of “piercing the veil”— i.”
Mortimer, R., Aplt. v. McCool, M. (Pa. 2021). “,53 the Superior 51 15 Pa.C.S. § 8106. Although not directly relevant to the time of the collision, the 2016 Committee Comment to that section explains: “The doctrine of ‘piercing the corporate veil’ is well-established, and courts regularly (and sometimes almost reflexively)…”
Mortimer, R., Aplt. v. 340 Assocs., LLC (Pa. 2021). “,53 the Superior 51 15 Pa.C.S. § 8106. Although not directly relevant to the time of the collision, the 2016 Committee Comment to that section explains: “The doctrine of ‘piercing the corporate veil’ is well-established, and courts regularly (and sometimes almost reflexively)…”
Juarez, A. v. Odagbodo, S. (Pa. Super. Ct. 2025). “2d at 895 ); but see 15 Pa.C.S. § 8106 (“The failure of a … limited liability company to observe formalities relating to the exercise of its powers or management of its activities and affairs is not a ground for imposing liability on a partner, member or manager of the entity…”
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