CHAPTER 14
HB 98 - FINAL VERSION
2025 SESSION
25-0134
07/05
HOUSE BILL 98
AN ACT relative to professional limited liability company (PLLC) assistant manager status.
SPONSORS: Rep. Turer, Rock. 6
COMMITTEE: Judiciary
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ANALYSIS
This bill amends the law to permit a single-member professional limited liability company to designate an assistant manager, who is not a qualified person, to manage the PLLC in the case of the death, incapacity, or disqualification of the manager for certain purposes.
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Explanation: Matter added to current law appears in bold italics.
Matter removed from current law appears [in brackets and struckthrough.]
Matter which is either (a) all new or (b) repealed and reenacted appears in regular type.
25-0134
07/05
STATE OF NEW HAMPSHIRE
In the Year of Our Lord Two Thousand Twenty Five
AN ACT relative to professional limited liability company (PLLC) assistant manager status.
Be it Enacted by the Senate and House of Representatives in General Court convened:
14:1 Professional Limited Liability Companies; Officers and Managers. Amend RSA 304-D:12 to read as follows:
304-D:12 Officers and Managers.
Except as otherwise provided by the licensing laws of this state and rules adopted under these laws or by any licensing authority in this state, each manager of a professional limited liability company, if any, and all the officers, if any, shall be qualified persons with respect to the professional limited liability company, with the exception of any of the following: [other than] the secretary or an assistant secretary, [and] the treasurer or an assistant treasurer, and/or the assistant manager in the case of a single-member professional limited liability company [shall be qualified persons with respect to the professional limited liability company]. In the case of a single-member professional limited liability company, unless the operating agreement provides otherwise, and subject to RSA 304-D:5, upon the manager’s death, incapacity, or becoming a disqualified person, the assistant manager may, for a period of up to one year after the date of the manager’s death, incapacity, or becoming a disqualified person, exercise all of the manager’s rights held by the manager immediately before the manager's death, incapacity, or becoming a disqualified person. Consistent with RSA 304-D:5, this section does not authorize the assistant manager to perform any professional duties or exercise any professional judgment within the scope of the subject profession. Nothing contained in this section shall supersede any professional or ethical standards or guidance governing the subject profession.
14:2 Effective Date. This act shall take effect 60 days after its passage.
Approved: May 14, 2025
Effective Date: July 13, 2025
| Date | Body | Type |
|---|---|---|
| Jan. 15, 2025 | House | Hearing |
| Jan. 30, 2025 | House | Exec Session |
| Jan. 22, 2025 | House | Floor Vote |
| April 1, 2025 | Senate | Hearing |
| April 17, 2025 | Senate | Floor Vote |
May 21, 2025: Signed by Governor Ayotte 05/14/2025; Chapter 14; eff.07/13/2025
May 6, 2025: Enrolled Adopted, VV, (In recess 05/01/2025); SJ 12
May 6, 2025: Enrolled (in recess of) 05/01/2025 HJ 13
April 17, 2025: Ought to Pass: MA, VV; OT3rdg; 04/17/2025; SJ 10
April 9, 2025: Committee Report: Ought to Pass, 04/17/2025; Vote 5-0; CC; SC 17
March 25, 2025: Hearing: 04/01/2025, Room 100, SH, 09:30 am; SC 15
March 11, 2025: Introduced 03/06/2025 and Referred to Commerce; SJ 7
Feb. 6, 2025: Ought to Pass: MA VV 02/06/2025 HJ 4 P. 5
Jan. 24, 2025: Committee Report: Ought to Pass 01/22/2025 (Vote 13-0; CC) HC 10 P. 4
Jan. 22, 2025: Executive Session: 01/30/2025 10:00 am LOB 206-208
Jan. 8, 2025: Public Hearing: 01/15/2025 01:30 pm LOB 206-208
Dec. 23, 2024: Introduced 01/08/2025 and referred to Judiciary HJ 2 P. 5