Section 409 – Standards of conduct for members and managers.
48-3a-409. Standards of conduct for members and managers. (1) A member of a member-managed limited liability company owes to the limited liability company and, subject to Subsection 48-3a-801(1), the other members the duties of loyalty and care stated in Subsections (2) and (3). (2) The duty of loyalty of a member in a member-managed limited […]
Section 410 – Rights of member, manager, and person dissociated as member to information.
48-3a-410. Rights of member, manager, and person dissociated as member to information. (1) In a member-managed limited liability company, the following rules apply: (a) On reasonable notice, a member may inspect and copy during regular business hours, at a reasonable location specified by the limited liability company, any record maintained by the limited liability company […]
Section 501 – Nature of transferable interest.
48-3a-501. Nature of transferable interest. A transferable interest is personal property. Enacted by Chapter 412, 2013 General Session
Section 502 – Transfer of transferable interest.
48-3a-502. Transfer of transferable interest. (1) Subject to Subsection 48-3a-503(6), a transfer, in whole or in part, of a transferable interest: (a) is permissible; (b) does not by itself cause a member’s dissociation or a dissolution and winding up of the limited liability company’s activities and affairs; and (c) subject to Section 48-3a-504, does not […]
Section 503 – Charging order.
48-3a-503. Charging order. (1) On application by a judgment creditor of a member or transferee, a court may enter a charging order against the transferable interest of the judgment debtor for the unsatisfied amount of the judgment. Except as otherwise provided in Subsection (6), a charging order constitutes a lien on a judgment debtor’s transferable […]
Section 504 – Power of legal representative of deceased member.
48-3a-504. Power of legal representative of deceased member. If a member dies, the deceased member’s legal representative may exercise: (1) the rights of a transferee provided in Subsection 48-3a-502(3); and (2) for the purposes of settling the estate, the rights the deceased member had under Section 48-3a-410. Enacted by Chapter 412, 2013 General Session
Section 401 – Becoming a member.
48-3a-401. Becoming a member. (1) If a limited liability company is to have only one member upon formation, the person becomes a member as agreed by that person and the organizer of the limited liability company. That person and the organizer may be, but need not be, different persons. If different, the organizer acts on […]
Section 402 – Form of contribution.
48-3a-402. Form of contribution. A contribution may consist of property transferred to, services performed for, or another benefit provided to the limited liability company or an agreement to transfer property to, perform services for, or provide another benefit to the company. Enacted by Chapter 412, 2013 General Session
Section 403 – Liability for contributions.
48-3a-403. Liability for contributions. (1) A person’s obligation to make a contribution to a limited liability company is not excused by the person’s death, disability, or other inability to perform personally. (2) If a person does not fulfill an obligation to make a contribution other than money, the person is obligated at the option of […]
Section 404 – Sharing of and right to distributions before dissolution.
48-3a-404. Sharing of and right to distributions before dissolution. (1) Any distributions made by a limited liability company before its dissolution and winding up must be in equal shares among members and persons dissociated as members, except to the extent necessary to comply with a transfer effective under Section 48-3a-502 or charging order in effect […]