In winding up its activities, a limited liability company must apply its assets to discharge its obligations to creditors, including members that are creditors.
After a limited liability company complies with subdivision 1, any surplus must be distributed in the following order, subject to any charging order in effect under section 322C.0503:
If a limited liability company does not have sufficient surplus to comply with subdivision 2, clause (1), any surplus must be distributed among the owners of transferable interests in proportion to the value of their respective unreturned contributions.
All distributions made under subdivisions 2 and 3 must be paid in money.
Minn. Stat. § 322C.0707
2014 c 157 art 1 s 53