§ 7-16-35. Assignment of membership interest.
(a) Unless otherwise provided in the articles of organization or a written operating agreement:
(1) A membership interest is assignable in whole or in part;
(2) An assignment of a membership interest does not of itself dissolve a limited liability
company or entitle the assignee to participate in the management and affairs of the
limited liability company or to become a member or to exercise any rights or powers
of a member;
(3) An assignment entitles the assignee to receive, to the exten
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§ 7-16-35. Assignment of membership interest.
(a) Unless otherwise provided in the articles of organization or a written operating agreement:
(1) A membership interest is assignable in whole or in part;
(2) An assignment of a membership interest does not of itself dissolve a limited liability
company or entitle the assignee to participate in the management and affairs of the
limited liability company or to become a member or to exercise any rights or powers
of a member;
(3) An assignment entitles the assignee to receive, to the extent assigned, only the distributions
to which the assignor would be entitled; and
(4) A member ceases to be a member and to have the power to exercise any rights or powers
of a member on assignment of all of the member's membership interest.
(b) Unless otherwise provided in the articles of organization or an operating agreement,
the pledge of or granting of a security interest, lien or other encumbrance in or
against any or all of the membership interest of a member is not deemed an assignment
of a membership interest.
(c) Unless otherwise provided in the articles of organization or an operating agreement
and except to the extent provided in a written agreement signed by an assignee, until
an assignee of a membership interest becomes a member, the assignee has no liability
as a member solely as a result of the assignment.