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Session Laws, 1996
Volume 794, Page 3730   View pdf image
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Ch. 657                                    1996 LAWS OF MARYLAND

(5) Submit a limited liability company claim or liability to arbitration or
reference].

4A-603.

(a) Unless otherwise provided in the operating agreement, an interest in a limited
liability company is assignable in whole or in part.

(b) An assignment of an interest in a limited liability company does not;

(1) Dissolve the limited liability company; or

(2) Unless the operating agreement provides otherwise, entitle the assignee
to:

(i) Become a member; or

(ii) Exercise any rights of a member.

(c) Unless otherwise provided in the operating agreement, an assignment entitles
the assignee to receive, to the extent assigned, only the distributions AND THE SHARE OF
PROFITS AND LOSSES to which the assignor would [be] HAVE BEEN entitled.

(D) (1) A MEMBER CEASES TO BE A MEMBER AND TO HAVE THE POWER TO
EXERCISE ANY RIGHTS OR POWERS OF A MEMBER UPON THE ASSIGNMENT OF THAT
MEMBER'S ENTIRE INTEREST IN THE LIMITED LIABILITY COMPANY.

(2) UNLESS OTHERWISE PROVIDED IN THE OPERATING AGREEMENT,
THE PLEDGE OF, OR THE GRANTING OF A SECURITY INTEREST, LIEN, OR OTHER
ENCUMBRANCE IN OR AGAINST ANY OR ALL OF THE INTEREST OF A MEMBER SHALL
NOT CAUSE THE MEMBER TO CEASE TO BE A MEMBER OR CEASE TO HAVE THE
POWER TO EXERCISE ANY RIGHTS OR POWERS OF A MEMBER.

4A-904.

Notwithstanding any other provision of this title, if there [are 2 or more] IS AT
LEAST ONE remaining [members] MEMBER, the limited liability company may continue
to carry on its business or affairs following dissolution, other than a judicial decree of
dissolution, if, within 90 days after the event causing dissolution, THE REMAINING
MEMBER CONSENTS, OR, IF THERE IS MORE THAN ONE REMAINING MEMBER, the
remaining members unanimously consent TO THE CONTINUATION OF THE LIMITED
LIABILITY COMPANY.

4A-905.

Unless the operating agreement provides otherwise, if the limited liability company
is continued under §
4A-904 of this subtitle following dissolution;

(1) Subject to the limitations of § 4A-503 of this title, a person ceasing to be
a member, or the legal representative or other
successor to the interest of that member,
shall be entitled to receive, in liquidation of the member's interest
;

(i) The distributions, if any, which that member is entitled to receive
under the operating agreement; or

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Session Laws, 1996
Volume 794, Page 3730   View pdf image
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