Members and managers of limited liability companies are not liable under a judgment, decree, or order of a court, or in any other manner, for a debt, obligation, or liability of the limited liability company.
Source: L. 90: Entire article added, p. 434, § 1, effective April 18.
ANNOTATION
A member or manager of a limited liability company (LLC) who commits a tort in the scope of his or her employment is liable for the torts he or she commits, even in the course of employment. While an officer of a corporation cannot be held personally liable for a corporation's tort solely by reason of his or her official capacity, an officer may be held personally liable for his or her individual acts of negligence even though committed on behalf of the corporation, which is also held liable. This rule applies equally to a manager of an LLC. All that is needed for an LLC's manager or member to be personally liable for a tort is evidence that the individual was directly involved in the conduct through conception or authorization. The corporate form does not protect managers or members of an LLC from liability for torts they individually committed — even if the torts were committed in the course and scope of their employment by, or relationship to, the LLC. And the fact that a defendant is at all times acting on behalf of the corporation does not relieve the defendant of liability. Levin v. Five Corners Strategies, 541 F. Supp. 3d 1262 (D. Colo. 2021).