Wisconsin Statutes

Wis. Stat. § 183.0701 (2026)

Events causing dissolution

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183.0701183.0701 Events causing dissolution.
183.0701(1)(1) A limited liability company is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following:
183.0701(1)(a)(a) An event or circumstance that the operating agreement states causes dissolution.
183.0701(1)(b)(b) The affirmative vote or consent of all the members.
183.0701(1)(c)(c) The passage of 90 consecutive days during which the company has no members unless, before the end of the period, all of the following occur:
183.0701(1)(c)1.1. Consent to admit at least one specified person as a member is given by transferees owning the rights to receive a majority of distributions as transferees at the time the consent is to be effective.
183.0701(1)(c)2.2. At least one person becomes a member in accordance with the consent.
183.0701(1)(d)(d) On application by a member, the entry by a court of competent jurisdiction of an order dissolving the company on any of the following grounds:
183.0701(1)(d)1.1. That the conduct of all or substantially all the company’s activities and affairs is unlawful.
183.0701(1)(d)2.2. That it is not reasonably practicable to carry on the company’s activities and affairs in conformity with the articles of organization and the operating agreement.
183.0701(1)(d)3.3. That the managers or those members in control of the company have done any of the following:
183.0701(1)(d)3.a.a. Acted, or are acting or will act, in a manner that is illegal or fraudulent.
183.0701(1)(d)3.b.b. Acted, or are acting, in a manner that is oppressive and was, is, or will be directly harmful to the applicant.
183.0701(1)(e)(e) The department has given notice of administrative dissolution under s. 183.0708 (3) (b), unless the limited liability company is subsequently reinstated under s. 183.0709 or pursuant to judicial review under ss. 227.52 to 227.58.
183.0701(2)(2) In a proceeding brought under sub. (1) (d) 3., the court may order a remedy other than dissolution.
183.0701 HistoryHistory: 2021 a. 258.
183.0701 AnnotationWhen one limited liability company member intentionally made an outrageous offer to buy out the other member but did nothing to close the transaction when the other accepted and opposed every motion brought by the offeree, as well as those requested by the court-appointed receiver, the offeror’s behavior not only lacked good faith but also was oppressive under s. 183.0902 [now this section]. Decker v. Decker, 2006 WI App 247, 298 Wis. 2d 141, 726 N.W.2d 664, 04-3112.
Notes of Decisions
Cited in 7 cases (4 in the last 5 years), 2012–2025 · leading case: Louis Pagoudis v. Marcus Keidl, 2023 WI 27, 988 N.W.2d 606.
Louis Pagoudis v. Marcus Keidl, 2023 WI 27, 988 N.W.2d 606. · cites it 9× “0703 ; Wis. Stat. § 183.0701 (1). This is true even if a member contributed that specific property to the LLC.”
Daniel Marx v. Richard L. Morris, 2019 WI 34, 925 N.W.2d 112. · cites it 4× “Wis. Stat. § 183.0701 (1) ; LLCs and LLPs: A Wisconsin Handbook , supra , at § 4.”
United States v. Petters, 857 F. Supp. 2d 841 (D. Minn. 2012). “” Wis. Stat. § 183.0701 (1). . In any event, the Government would not prevail even were the Court to accept its argument that Crown’s status as a bona fide purchaser must be determined under federal law.”
Daniel Marx v. Richard L. Morris, No. 2017AP000146 (Wis. Apr. 2, 2019). · cites it 3× “¶74 The first step in analyzing this case is determining who owns the causes of action asserted in the amended complaint.”
Jennifer Ciesar v. Cottage Row, LLC, 18 N.W.3d 430 (Wis. Ct. App. 2024). · cites it 3× “§ 183.0701(1)(d) (2021-22).5 Following the commencement of the present lawsuit, Doman served Jennifer and John with a notice of sanctions under WIS.”
City of Wautoma v. Sharon Marek, 7 N.W.3d 718 (Wis. Ct. App. 2024). “§ 183.0701(3) (2019-20) (title to interest in real property acquired in the name of the LLC “shall vest in the limited liability company rather than in the members individually”).”
Williams v. Cnty. of Washington, No. 2:23-cv-01668 (E.D. Wis. July 30, 2025). “§ 183.0701). Furthermore, Plaintiffs do not allege that Defendants were discriminating against Andrew, John, and Harold personally, separate and apart from their LLCs.”
Wis. Stat. § 183.0701(1)(d): 1 case
Jennifer Ciesar v. Cottage Row, LLC, 18 N.W.3d 430 (Wis. Ct. App. 2024). “§ 183.0701(1)(d) (2021-22).5 Following the commencement of the present lawsuit, Doman served Jennifer and John with a notice of sanctions under WIS.”
Wis. Stat. § 183.0701(3): 1 case
City of Wautoma v. Sharon Marek, 7 N.W.3d 718 (Wis. Ct. App. 2024). “§ 183.0701(3) (2019-20) (title to interest in real property acquired in the name of the LLC “shall vest in the limited liability company rather than in the members individually”).”
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