Illinois Compiled Statutes 805 ILCS 180/35-55 – Effect of member’s dissociation
Current as of: 2024 | Check for updates
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(a) Upon a member’s dissociation from a limited liability company:
(1) the member’s right to participate in the
(1) the member’s right to participate in the
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management and conduct of the company’s business terminates, except as otherwise provided in Section 35-4, and the member ceases to be a member and is treated the same as a transferee of a member;
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(2) the member’s fiduciary duties terminate, except
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as provided in subdivision (3) of this subsection (a);
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(3) the member’s duty of loyalty under subdivisions
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(1) and (2) of subsection (b) of Section 15-3 and duty of care under subsection (c) of Section 15-3 continue only with regard to matters arising and events occurring before the member’s dissociation, unless the member participates in winding up the company’s business pursuant to Section 35-4; and
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(4) subject to Section 30-25 and Article 37, any
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distributional interest owned by the person immediately before dissociation in the person’s capacity as a member is owned by the person solely as a transferee.
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(b) A person’s dissociation as a member of a limited liability company does not of itself discharge the person from any debt, obligation, or other liability to the company or the other members which the person incurred while a member.
Terms Used In Illinois Compiled Statutes 805 ILCS 180/35-55
- Fiduciary: A trustee, executor, or administrator.
- Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.