N.M. Stat. § 53-19-46
Unknown claims against dissolved limited liability
company.
A. A dissolved limited liability company may publish notice of its dissolution
pursuant to this section and request that persons with claims against the limited liability
company present them in accordance with the notice.
B. The notice shall:
(1)
be published one time in a newspaper of general circulation in the county
where the dissolved limited liability company's principal office or registered office is or
was located;
(2)
describe the information that must be included in a claim and provide a
mailing address where the claim may be sent; and
(3)
state that a claim against the limited liability company shall be barred
unless a proceeding to enforce the claim is commenced within three years after the
publication of the notice.
C. If the dissolved limited liability company publishes a newspaper notice in
accordance with Paragraph (1) of Subsection B of this section and files articles of
dissolution pursuant to Section 53-19-41 NMSA 1978, the claim of each of the following
claimants is barred unless the claimant commences a proceeding to enforce the claim
against the dissolved limited liability company within three years after the publication
date of the newspaper notice:
(1)
a claimant who did not receive written notice pursuant to provisions of
Section 53-19-45 NMSA 1978;
(2)
a claimant whose claim was timely delivered to the dissolved limited
liability company but neither accepted nor rejected; and
(3)
a claimant whose claim is contingent or based on an event occurring after
the effective date of dissolution.
D. A claim may be enforced under this section:
(1)
against the dissolved limited liability company, to the extent of its
undistributed assets; or
(2)
if the assets have been distributed in winding up, against a member of the
dissolved limited liability company to the extent of the lesser of his pro rata share of the
claim and the fair market value of the assets of the limited liability company distributed
to him in winding up, determined as of the times of such distributions; but a member's
total liability for all claims pursuant to the provisions of this section shall not exceed the
total fair market value of the assets distributed to him determined as of the date of
distribution.