Foreign Limited Liability Companies. Whalen Murdock and Cary Hansen organized Capital Care, LLC, in Nebraska. Capital Care operated, and Murdock and Hansen managed, Heartland Care Center in Abilene, Kansas. Burk Properties, Inc., held a mortgage on the Heartland facilities. When Heartland failed as a business, its residents were transferred to other facilities.

Heartland employees who provided care to the residents for fi ve days during the transfers were not paid wages. The employees fi led claims with the Kansas Department of Human Resources for the unpaid wages. Kansas state law provides that a corporate offi cer or manager may be liable for a fi rm’s unpaid wages, but protects LLC members from personal liability generally and states that an LLC cannot be construed as a corporation.

Under Nebraska state law, the members of an LLC can be personally liable for wages due the LLC’s employees. Should Murdock and Hansen be held personally liable for the unpaid wages? Explain.