§ 1504. Rights of creditor
(a) On application by a judgment creditor of a member of a limited liability company or of a member’s transferee, a court having jurisdiction may charge the distributional interest of the judgment debtor to satisfy the judgment. The court may appoint a receiver of the share of the distributions due or to become due to […]
§ 1601. Events causing member’s dissociation
A member is dissociated from a limited liability company upon the occurrence of any of the following events: (1) the company’s having notice of the member’s express will to withdraw upon the date of notice or on a later date specified by the member; (2) an event agreed to in the operating agreement as causing […]
§ 1602. Member’s power to dissociate; wrongful dissociation
(a) Unless otherwise provided in the operating agreement, a member has the power to dissociate from a limited liability company at any time, rightfully or wrongfully, by express will pursuant to section 1601, item (1) of this chapter. (b) If the operating agreement has not eliminated a member’s power to dissociate, the member’s dissociation from […]
§ 1410. Actions by members
(a) A member may maintain an action against a limited liability company or another member for legal or equitable relief, with or without an accounting as to the company’s business, to enforce: (1) the member’s rights under the operating agreement; (2) the member’s rights under this chapter; and (3) the rights and otherwise protect the […]
§ 1411. Continuation of term company after expiration of specified term
(a) If a term company is continued after the expiration of the specified term, the rights and duties of the members and managers remain the same as they were at the expiration of the term except to the extent inconsistent with rights and duties of members and managers of an at-will company. (b) If the […]
§ 1501. Member’s distributional interest
(a) A member is not a co-owner of, and has no transferable interest in, property of a limited liability company. (b) A distributional interest in a limited liability company is personal property and, subject to sections 1502 and 1503 of this chapter, may be transferred in whole or in part. (c) An operating agreement may […]
§ 1502. Transfer of distributional interest
A transfer of a distributional interest does not entitle the transferee to become or to exercise any rights of a member. A transfer entitles the transferee to receive, to the extent transferred, only the distributions to which the transferor would be entitled.
§ 1503. Rights of transferee
(a) A transferee of a distributional interest may become a member of a limited liability company if and to the extent that the transferor gives the transferee the right in accordance with authority described in the operating agreement or all other members consent. (b) A transferee who has become a member, to the extent transferred, […]
§ 1405. Sharing of and right to distribution
(a) Any distributions made by a limited liability company before its dissolution and winding up must be in equal shares. (b) A member has no right to receive, and may not be required to accept, a distribution in kind. (c) If a member becomes entitled to receive a distribution, the member has the status of, […]
§ 1406. Limitations on distribution
(a) A distribution may not be made if: (1) the limited liability company would not be able to pay its debts as they become due in the ordinary course of business; or (2) the company’s total assets would be less than the sum of its total liabilities plus the amount that would be needed, if […]