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4-32-801. Admission of members.
Arkansas Code — all titles (historical 2020) · legal_authorities
4-32-801. Admission of members.
(a) Subject to subsection (b) of this section, a person may become a member in a limited liability company:
(1) In the case of a person acquiring a limited liability company interest directly from the limited liability company, upon compliance with an operating agreement or, if an operating agreement does not so provide in writing, upon the written consent of all members; and
(2) In the case of an assignee of a limited liability company interest, as provided in § 4-32-706.
(b) The effective time of admission of a member to a limited liability company shall be the later of:
(1) The date the limited liability company is formed; or
(2) The time provided in an operating agreement or, if no such time is provided therein, then when the person's admission is reflected in the records of the limited liability company.
Source: Arkansas Code — historical release 78 (November 6, 2020) · 4-32-801
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. A text match is a research starting point; applicability is not established.
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Record provenance
Stable record: arkansas_code:legal_authorities:4-32-801
Source file: gov.ar.code.title.04.odt
Pages: Not recorded – Not recorded
Passage SHA-256: 2cd3d04ada11d553ac74b0bffad9d991c06c59d4aa99d7cb21e6d34c4fc5ee9e
Source location: content.xml paragraph 21221
Stored source content
4-32-801. Admission of members.
(a) Subject to subsection (b) of this section, a person may become a member in a limited liability company:
(1) In the case of a person acquiring a limited liability company interest directly from the limited liability company, upon compliance with an operating agreement or, if an operating agreement does not so provide in writing, upon the written consent of all members; and
(2) In the case of an assignee of a limited liability company interest, as provided in § 4-32-706.
(b) The effective time of admission of a member to a limited liability company shall be the later of:
(1) The date the limited liability company is formed; or
(2) The time provided in an operating agreement or, if no such time is provided therein, then when the person's admission is reflected in the records of the limited liability company.
Cross-references
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Arkansas Code — all titles (historical 2020) · legal_authorities
4-32-706. Right of assignee to become member.
(a) Unless otherwise provided in writing in an operating agreement, an assignee of a limited liability company interest may become a member only if the other members unanimously consent. The consent of a member may be evidenced in any manner specified in writing in an operating agreement, but in the absence of specification, consent shall be evidenced by a written instrument dated and signed by the member.
(b) An assignee who becomes a member has to the extent assigned the rights and powers and is subject to the restrictions and liabilities of a member under the articles of organization, any operating agreement, and this chapter. An assignee who becomes a member also is liable for any obligations of the assignor to make contributions under § 4-32-502. However, the assignee is not obligated for liabilities of which the assignee had no knowledge at the time he or she became a member and which could not be ascertained from the written records of the limited liability company kept pursuant to § 4-32-405.
(c) Whether or not an assignee of a limited liability company interest becomes a member, the assignor is not released from his or her liability, if any, to the limited liability company under § 4-32-502.
(d) Unless otherwise provided in writing in an operating agreement, a member who assigns his or her entire limited liability company interest ceases to be a member or to have the power to exercise any rights of a member when the assignee becomes a member with respect to the entire assigned interest.
Source: Arkansas Code — historical release 78 (November 6, 2020) · 4-32-706
Stored review status: Historical 2020-11-06 source release; later amendments not reconciled; machine-extracted, not independently legally reviewed; source heading status: text_in_historical_source. The source passage cites 4-32-706. This identifies an authority to review, not proof of applicability.