Zack

BACKGROUND

I Legal Background The California Revised Uniform Limited Liability Company Act (Act; Corp. Code,2 § 17701.01 et seq.) applies “to all domestic limited liability companies existing on or after January 1, 2014” (§ 17713.04, subd. (a)) and governs acts or transactions by a limited liability company or its members on or after that date (§ 17713.04, subd. (b)). A member is “a person that has become a member of a limited liability company under Section 17704.01 and has not dissociated under Section 17706.02.” (§ 17701.02, subd. (p).) Section 17704.01, subdivision (c) provides, in pertinent part, that after formation of a limited liability company, a person becomes a member as provided in the operating agreement or with the consent of all the members. (§ 17704.01, subd. (c)(1), (3).) Each membership interest includes a transferable interest, a voting/management right, and a right to information. (§ 17701.02, subd. (r).) A member’s transferable interest is personal property, which may be transferred. (§§ 17705.01, 17705.02, subd. (a)(1).)

2 Undesignated statutory references are to the Corporations Code.

2 A person is dissociated as a member of a limited liability company…