Tennessee § 48-249-504 Termination of membership interest in contravention of LLC documents

Tennessee Statutes

§ 48-249-504 — Termination of membership interest in contravention of LLC documents

Tennessee § 48-249-504

Title48

This text of Tennessee § 48-249-504 (Termination of membership interest in contravention of LLC documents) is published on Counsel Stack Legal Research, covering Tennessee primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Tenn. Code Ann. § 48-249-504 (2026).

Text

(a)If the membership interest of a member is terminated by the member in contravention of the LLC documents, then:

(1)Forfeiture of governance rights. The member forfeits all the member's governance rights in the LLC, including in the winding up and termination process of the LLC; and (2) Liability for damages. The member is liable for damages incurred by all the other members, holders and the LLC due to the wrongful termination. Such damages and all other amounts owing to the LLC, whether or not currently due, arising from the wrongful termination, may be offset against any amount owing from the LLC to the wrongfully terminating member.

(b)Nothing in this section shall be deemed to provide a member with the power to terminate the member's membership interest, if the LLC documents negat

Free access — add to your briefcase to read the full text and ask questions with AI

(a) If the membership interest of a member is terminated by the member in contravention of the LLC documents, then: (1) Forfeiture of governance rights. The member forfeits all the member's governance rights in the LLC, including in the winding up and termination process of the LLC; and (2) Liability for damages. The member is liable for damages incurred by all the other members, holders and the LLC due to the wrongful termination. Such damages and all other amounts owing to the LLC, whether or not currently due, arising from the wrongful termination, may be offset against any amount owing from the LLC to the wrongfully terminating member. (b) Nothing in this section shall be deemed to provide a member with the power to terminate the member's membership interest, if the LLC documents negate or, pursuant to § 48-249-503(b)(1) , are deemed to negate the power.