PARRIS N. GLENDENING, Governor                             Ch. 659

[4A-504.

If a member has received a distribution in violation of the operating agreement or §
4A-503 of this subtitle, the member who has received the distribution and any other
member or authorized person who approved or authorized the distribution are jointly and
severally liable to the limited liability company for the amount wrongfully distributed.]

4A-507.

[Except as limited by §§ 4A-503 and 4A-504 of this subtitle, a] A member OF A
LIMITED LIABILITY COMPANY who becomes entitled to receive a distribution has the
status of, and is entitled to all remedies available to, a creditor of the limited liability
company with respect to the distribution.

4A-604.

(a)     An assignee of an interest in a limited liability company may become a
member if and to the extent that:

(1)     The assignor gives the assignee that right under authority described in
the operating agreement; [or]

(2)     The members unanimously consent; OR

(3)     EXCEPT AS OTHERWISE PROVIDED IN THE OPERATING
AGREEMENT, IF THE LIMITED LIABILITY COMPANY HAS NO MEMBERS, ALL OF THE
ASSIGNEES OF MEMBERS MAY ELECT TO BECOME MEMBERS.

(b)     An assignee who becomes a member:

(1)     Has, to the extent assigned, the rights and powers, and is subject to the
restrictions and liabilities, of a member under the operating agreement and this title; and

(2)     Is liable for any obligations of his assignor to make capital contributions.

(c)     If an assignee of an interest in a limited liability company becomes a member,
the assignor is not released from the assignor's liability under [§§ 4A-502 and 4A-504]
§ 4A-502 of this title to the limited liability company.

4A-606.

A person ceases to be a member of a limited liability company upon the occurrence of
any of the following events:

(1) The person withdraws from the limited liability company as provided in §
4A-605 of this subtitle;

(2)     The person is removed as a member in accordance with the operating
agreement;

(3)     Unless otherwise provided in the operating agreement or with the consent of
all other members, the person:

(i) Makes an assignment for the benefit of creditors;
- 3803 -