ADVERTISEMENTS

IC 23-18-6-6.1
Withdrawal of member; companies formed after June 30, 1999
(a) A limited liability company formed under this
article after June 30, 1999, is governed by this section.
(b) Unless otherwise provided in a written operating agreement, a
member may not withdraw from a limited liability company before the
dissolution and winding up of the limited liability company. A member may
withdraw from a limited liability company only at the time or upon the
occurrence of events specified in the operating agreement and in
accordance with the operating agreement.

Think about this for a moment: you cannot withdraw from a post June 30, 1999 limited liability company unless there is an operating agreement that allows for withdrawal or the dissolve the LLC. Dissolving an LLC is not so easy to do. Think about this as a very, very good reason for having an operating agreement. (You might want to take a look at my article Starting a LLC (Limited Liability Company), Attorney Fees, and Online Services for a bit more of a discussion about needing an operating agreement).

Before dissolving the company, the party wanting to get out may be able to assign their interest to another person. (see IC 23-18-6-3 - 3.1) An assignment means that one gives another person their interest in the LLC - usually for money. Which raises a practical problem of finding someone to take the assignment. With assignments, the statute allows them unless the operating agreement does not.

I think the topic of dissolving a LLC needs a post of its own, but the statutes covering the topic of voluntary dissolution are here.

Bloggers, promote your law blog by nominating your blog for inclusion in USLaw.com's Law Blog Directory and RSS Reader. Benefits described.