§ 31 §1572 — Transfer of transferable interest

1.
Transferable interest.
A transfer, in whole or in part, of a transferable interest:
2.
Distributions.
A transferee has the right to receive, in accordance with the transfer, distributions to which the transferor would otherwise be entitled.
3.
Evidence.
A transferable interest may be evidenced by a certificate of transferable interest issued by a limited liability company. A limited liability company agreement may provide for the transfer of the transferable interest represented by the certificate and make other provisions with respect to the certificate. A limited liability company does not have the power to issue a certificate of transferable interest in bearer form.
4.
Written notice of transfer required.
A limited liability company need not give effect to a transferee's rights under this section until the limited liability company has written notice of the transfer.
5.
Rights and duties of member after transfer.
Except as otherwise provided in section 1582, subsection 4, paragraph B and section 1582, subsection 11, when a member transfers a transferable interest, the transferor retains the rights of a member other than the interest in distributions transferred and retains all duties and obligations of a member.
6.
Transferee an admitted member.
When a member transfers a transferable interest to a person that is admitted as a member with respect to the transferred interest, the transferee is liable for the member's obligations under section 1553 and section 1555, subsection 2 known to the transferee when the transferee voluntarily accepts admission as a member.
7.
Account of transactions.
In a dissolution and winding up of a limited liability company, a transferee is entitled to an account of the limited liability company's transactions only from the date of dissolution.

Legislative History

PL 2009, c. 629, Pt. A, §2 (NEW). PL 2009, c. 629, Pt. A, §3 (AFF).