Oregon Statutes 63.245 – Admission of members
(1) A person becomes a member of a limited liability company on the later of:
Terms Used In Oregon Statutes 63.245
- Articles of organization: means the document described in ORS § 63. See Oregon Statutes 63.001
- Member: means a person with both an ownership interest in a limited liability company and all the rights and obligations of a member specified under this chapter. See Oregon Statutes 63.001
- Membership interest: means a member's collective rights in a limited liability company, including the member's share of profits and losses of the limited liability company, the right to receive distributions of the limited liability company's assets and any right to vote or participate in management. See Oregon Statutes 63.001
- Operating agreement: means any valid agreement, written or oral, of the member or members as to the affairs of a limited liability company and the conduct of the limited liability company's business. See Oregon Statutes 63.001
- Person: means an individual or entity. See Oregon Statutes 63.001
(a) The date the initial articles of organization are filed; or
(b) The date stated in the records of the limited liability company as the date the person becomes a member.
(2) After the filing of the limited liability company’s initial articles of organization, a person may be admitted as a member of the limited liability company upon compliance with the articles of organization or any operating agreement, or, if neither the articles of organization nor any operating agreement so provide:
(a) In the case of a person acquiring a membership interest directly from the limited liability company, upon the consent of a majority of the members;
(b) In the case of an assignee of a limited liability company membership interest not governed by paragraph (c) of this section, upon the consent of a majority of the members other than the assignor; or
(c) In the case of an assignee of a membership interest in a limited liability company in which, immediately following the assignment, the limited liability company otherwise would have no members, simultaneously with and upon the assignment of the membership interest. [1993 c.173 § 49; 1995 c.93 § 13; 1997 c.646 § 4]