§ 4-32-704 - Assignment of interest.
4-32-704. Assignment of interest.
(a) Unless otherwise provided in writing in an operating agreement:
(1) A limited liability company interest is assignable in whole or in part;
(2) An assignment entitles the assignee to receive, to the extent assigned, only the distributions to which the assignor would be entitled;
(3) An assignment of a limited liability company interest does not dissolve the limited liability company or entitle the assignee to participate in the management and affairs of the limited liability company or to become or exercise any rights of a member;
(4) Until the assignee of a limited liability company interest becomes a member, the assignor continues to be a member and to have the power to exercise any rights of a member, subject to the member's right to remove the assignor pursuant to 4-32-802(a)(3)(B);
(5) Until an assignee of a limited liability company interest becomes a member, the assignee has no liability, if any, as a member solely as a result of the assignment; and
(6) The assignor of a limited liability company interest is not released from his or her liability as a member solely as a result of the assignment.
(b) An operating agreement may provide that a member's limited liability company interest may be evidenced by a certificate of limited liability company interest issued by the limited liability company and may also provide for the assignment or transfer of any interest represented by the certificate.