§18-2028. Distribution – Cash – Asset in kind.
Except as otherwise provided in the operating agreement: 1. A member, regardless of the nature of the member’s contribution, has no right to demand and receive any distribution from a limited liability company in any form other than cash; and 2. No member may be compelled to accept from a limited liability company a distribution […]
§18-2029. Distribution – Status and rights of member.
At the time a member becomes entitled to receive a distribution, the member has the status of and is entitled to all remedies available to a creditor of the limited liability company with respect to the distribution. Added by Laws 1992, c. 148, § 30, eff. Sept. 1, 1992.
§18-2030. Restrictions on distributions – Determination of prohibited distributions – Effect of distribution – Indebtedness.
RESTRICTIONS ON DISTRIBUTIONS; DETERMINATION OF PROHIBITED DISTRIBUTIONS; EFFECT OF DISTRIBUTION; INDEBTEDNESS A. A distribution may not be made if, after giving effect to the distribution: 1. The limited liability company would not be able to pay its debts as they become due in the usual course of business; or 2. The limited liability company’s total […]
§18-2031. Wrongful distribution – Liability of member – Action for recovery.
If a member has received a distribution in violation of the operating agreement or Section 2030 of this title, the member shall be liable to the limited liability company for the amount of the distribution wrongfully made. An action for the recovery of any wrongful distribution to a member must be brought within three (3) […]
§18-2032. Membership interest as personal property.
MEMBERSHIP INTEREST AS PERSONAL PROPERTY A capital interest is personal property. A member has no interest in specific limited liability company property. Added by Laws 1992, c. 148, § 33, eff. Sept. 1, 1992. Amended by Laws 2017, c. 323, § 45, eff. Nov. 1, 2017.
§18-2033. Assignability of membership interest.
ASSIGNABILITY OF MEMBERSHIP INTEREST A. Unless otherwise provided in an operating agreement: 1. A membership interest is not transferable; provided, however, that a member may assign the capital interest associated with a membership interest in whole or in part; 2. An assignment of the capital interest associated with a membership interest does not entitle the […]
§18-2034. Judgment creditor – Rights – Exclusive remedy.
JUDGMENT CREDITOR; RIGHTS; EXCLUSIVE REMEDY On application to a court of competent jurisdiction by any judgment creditor of a member, the court may charge the capital interest of the member with payment of the unsatisfied amount of the judgment with interest. To the extent so charged, the judgment creditor has only the rights of an […]
§18-2019. Managers as agents.
MANAGERS AS AGENTS A. Every manager is an agent of the limited liability company for the purpose of its business, and the act of every manager, including the execution in the limited liability company name of any instrument for apparently carrying on the business of the limited liability company of which he is a manager, […]
§18-2035. Assignee of interest becoming member – Rights and powers, restrictions and liabilities – Assignor’s liabilities- Time of admission of member.
ASSIGNEE OF INTEREST BECOMING MEMBER; RIGHTS AND POWERS, RESTRICTIONS AND LIABILITIES; ASSIGNOR’S LIABILITIES; TIME OF ADMISSION OF MEMBER A. An assignee of a capital interest in a limited liability company may become a member if and to the extent that: 1. The operating agreement provides; or 2. Unless the operating agreement otherwise provides, the members […]
§18-2019.1. Title to property – Transfer.
A. Title to property of the limited liability company that is held in the name of the limited liability company may be transferred by an instrument of transfer executed by any manager in the name of the limited liability company. B. Title to property of the limited liability company that is held in the name […]