The Oregon Limited Liability Company Act provides in part as follows:
63.249 Assignment of membership interest; effect of assignment. Except as provided in the articles of organization or any operating agreement:
(1) A membership interest is assignable in whole or in part.
(5) The assignor of all or a portion of a membership interest ceases to be a member with respect to the interest assigned, but is not released from liability as a member accruing or arising prior to assignment solely as a result of the assignment, and is not relieved of any fiduciary duties the assignor otherwise may continue to owe the limited liability company or its remaining members.
(6) Any otherwise permissible assignment of a membership interest shall be effective as to and binding on the limited liability company only after reasonable notice of and proof of the assignment have been provided to the managers of the limited liability company.
Eugene, Oregon Unanimous Consent to Action by the Members of a Limited Liability Company, in Lieu of a Meeting, Authorizing the Assignment of Ownership Interest in Limited Liability Company by Four Members to One Member is a legal process that allows members of an LLC in Eugene, Oregon, to authorize the transfer of ownership interest from four members to a single member without holding a physical meeting. This consent to action is a convenient solution for LCS seeking to transfer ownership rights efficiently and effectively. In this scenario, four members of the LLC have agreed to assign their ownership interest to one member. This agreement eliminates the need for a formal meeting and instead relies on written consent from all members involved. This approach streamlines the process, saves time, and ensures all parties are in agreement regarding the ownership transfer. By utilizing the unanimous consent to action, the LLC members can outline the terms of the transfer, including the percentage of ownership interest being assigned. This document serves as an official record of the members' agreement for future reference. Additionally, it may contain clauses indicating any conditions or restrictions related to the assignment of ownership interest. Other types of Eugene, Oregon Unanimous Consent to Action by the Members of a Limited Liability Company, in Lieu of a Meeting, may include: 1. Approval of Amended Operating Agreement: LLC members could use this process to amend the operating agreement without convening a physical meeting. This ensures that all members are aware and in agreement with any changes made. 2. Acceptance of New Members: If an LLC decides to accept new members, the existing members can use unanimous consent to action to authorize and approve the admission of the new members into the LLC, avoiding the need for a formal meeting. 3. Dissolution of the LLC: In the event that the members decide to dissolve the LLC, unanimous consent to action can be used to initiate and authorize the dissolution process, including the distribution of assets and liabilities among the members. 4. Modification of Financial Decisions: If the LLC requires financial decisions to be made, such as securing a new loan or modifying existing financial agreements, unanimous consent to action can be obtained to authorize these actions without the need for a physical meeting. In summary, Eugene, Oregon Unanimous Consent to Action by the Members of a Limited Liability Company, in Lieu of a Meeting, Authorizing the Assignment of Ownership Interest in Limited Liability Company by Four Members to One Member allows LCS to efficiently and legally transfer ownership interest without the necessity of a physical meeting. It provides a valuable alternative for LLC members to manage various internal processes effectively.
