Ch. 659

1997 LAWS OF MARYLAND

limited liability company; repealing a requirement that an amendment to an
operating agreement of a limited liability company must be in writing if the
operating agreement is in writing; repealing certain provisions of law relating to
distributions by limited liability companies; allowing assignees of interests in a
limited liability company to elect to become members under certain circumstances;
altering a requirement that a limited liability company be dissolved when a person
ceases to be a member to require dissolution only if the limited liability company
has had no members for a certain period of time; repealing certain provisions of law
relating to the continuation of a limited liability company following dissolution;
specifying that certain provisions of law relating to cessation of membership in a limited
liability company apply unless otherwise provided in the operating agreement; providing
that if a limited liability company is not dissolved after a person ceases to be a
member, the limited liability company may elect to pay the person or the person's
successor in interest a certain amount in complete liquidation of the person's
interest; providing that the members of a limited liability company continuing the
business following the withdrawal of a member will be deemed to have entered into
an operating agreement containing certain terms and conditions; providing that a
person will be deemed to be an assignee of a certain interest under certain circumstances;
providing that certain conveyances of partnership property and certain partnership
obligations are not fraudulent under the provisions of the Maryland Uniform
Fraudulent Conveyance Act and applying the Act to limited liability companies;
altering a certain definition; clarifying language; and generally relating to limited
liability companies and other business entities.

BY repealing and reenacting, with amendments,
Article - Commercial Law
Section 15-208
Annotated Code of Maryland
(1990 Replacement Volume and 1996 Supplement)

BY repealing and reenacting, with amendments,

Article - Corporations and Associations

Section 4A-202(a), 4A-203, 4A-204(a), 4A-401(d), 4A-402(b)(3), 4A-507, 4A-604,
4A-606, 4A-901(b), 4A-902, 4A-906(a), 4A-907, 4A-909, 4A-910(a),
4A-912, 4A-915(a), and 10-101(m)

Annotated Code of Maryland

(1993 Replacement Volume and 1996 Supplement)

BY adding to

Article - Corporations and Associations

Section 4A-211, 4A-212, 4A-211 through 4A-213, inclusive, and 4A-606.1
Annotated Code of Maryland                                                             

(1993 Replacement Volume and 1996 Supplement)

BY repealing

Article - Corporations and Associations

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