The bill proposes a comprehensive overhaul of the Rhode Island Limited Liability Company Act, introducing a modernized framework that addresses various aspects of limited liability companies (LLCs), including their formation, dissolution, winding up, mergers, conversions, and domestications. Key provisions include the establishment of new sections that outline the processes for mergers and conversions, the introduction of a statement of domestication, and the emphasis on operating agreements as central to LLC operations. The bill clarifies the liability of interest holders and the procedures for serving foreign LLCs in the state, while eliminating statutory apparent authority for members and managers in favor of established agency law principles.

Additionally, the bill introduces a new section requiring registered limited liability partnerships that provide professional services to carry liability insurance if reasonably available, with specified coverage limits. It also includes provisions for the insurance or financial responsibility of limited liability companies performing professional services, detailing the required amounts of coverage based on the number of professional employees. The legislation aims to enhance the financial responsibility of partnerships and LLCs, streamline regulatory processes, and ensure compliance with state laws.

The existing "Rhode Island Limited Liability Company Act" is repealed and replaced with new provisions that reflect these updates. The first section of the act takes effect upon passage, while subsequent sections will become effective on January 1, 2028.