§ 322C.0404 — SHARING OF AND RIGHT TO DISTRIBUTIONS BEFORE DISSOLUTION

Minnesota § 322C.0404

• Jurisdiction: Minnesota
• Part: BUSINESS, SOCIAL, AND CHARITABLE ORGANIZATIONS
• Ch. 322C: MINNESOTA REVISED UNIFORM LIMITED LIABILITY COMPANY

Text

Subdivision 1.Equal distributions.
Subject to section322C.1204, subdivision 3, clause (3), items (i) through (iv), any distributions made by a limited liability company before its dissolution and winding up must be in equal shares among members and dissociated members, except to the extent necessary to comply with any transfer effective under section322C.0502and any charging order in effect under section322C.0503.

Subd. 2.Interim distributions.
A person has a right to a distribution before the dissolution and winding up of a limited liability company only if the company decides to make an interim distribution. A person's dissociation does not entitle the person to a distribution.

Subd. 3.Form of distributions.
A person does not have a right to demand or receive a distribution from a limited liability company in any form other than money. Except as otherwise provided in section322C.0707, subdivision 3, a limited liability company may distribute an asset in kind if each part of the asset is fungible with each other part and each person receives a percentage of the asset equal in value to the person's share of distributions.

Subd. 4.Parity with creditors.
If a member or transferee becomes entitled to receive a distribution, the member or transferee has the status of, and is entitled to all remedies available to, a creditor of the limited liability company with respect to the distribution.

Legislative History

2014 c 157 art 1 s 33;2015 c 39 s 32