(805 ILCS 180/Art. 30 heading)
Article 30.
Assignment of Membership Interests
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(805 ILCS 180/30-1)
Sec. 30-1.
Member's distributional interest.
(a) A member is not a co-owner of, and has no transferable interest in,
property of a limited liability company.
(b) A distributional interest in a limited liability company is personal
property and, subject to Sections 30-5 and 30-10, may be transferred in whole
or in part.
(c) An operating agreement may provide that a distributional interest may be
evidenced by a certificate of the interest issued by the limited
liability company and, subject to Section 30-10, may also provide for the
transfer of any interest represented by the certificate.
(Source: P.A. 90-424, eff. 1-1-98.)
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(805 ILCS 180/30-5)
Sec. 30-5.
Transfer of a distributional
interest. A transfer of a
distributional
interest does not entitle the transferee to
become or to exercise any rights of a member. A transfer entitles the
transferee to receive, to the extent transferred, only the distributions to
which the transferor would be entitled.
(Source: P.A. 90-424, eff. 1-1-98.)
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(805 ILCS 180/30-10)
Sec. 30-10. Rights of a transferee.
(a) A transferee of a distributional interest may become a member of a
limited
liability company if and to the extent that the transferor
gives the transferee the right in accordance with authority described in the
operating agreement or all other members consent.
(b) A transferee who has become a member, to the extent transferred, has the
rights and powers, and is subject to the restrictions and liabilities, of
a member under the operating agreement of a limited liability company and this
Act. A transferee who becomes a member also is liable for the
transferor member's obligations to make contributions under Section 20-5 and
for obligations under Section 25-35 to return unlawful distributions,
but the transferee is not obligated for the transferor member's liabilities
unknown to the transferee at the time the transferee becomes a member.
(c) Whether or not a transferee of a distributional interest becomes a
member
under subsection (a) of this Section, the transferor is not released from
liability to
the limited liability company under the operating agreement or this Act.
(d) A transferee who does not become a member is not entitled to participate
in the management or conduct of the limited liability company's business,
require access to information concerning the company's transactions, or inspect
or copy any of the company's records.
(e) A transferee who does not become a member is entitled to:
(1) receive, in accordance with the transfer,
| | distributions to which the transferor would otherwise be entitled;
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(2) receive, upon dissolution and winding up of the
| | limited liability company's business:
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(A) in accordance with the transfer, the net
| | amount otherwise distributable to the transferor; and
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(B) a statement of account only from the date of
| | the latest statement of account agreed to by all the members; and
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(3) seek under subdivision (5) of Section 35-1 a
| | judicial determination that it is equitable to dissolve and wind up the company's business.
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(f) A limited liability company need not give effect to a transfer until it
has notice of the transfer.
(Source: P.A. 97-813, eff. 7-13-12.)
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(805 ILCS 180/30-15)
Sec. 30-15.
(Repealed).
(Source: P.A. 87-1062. Repealed by P.A. 90-424, eff. 1-1-98.)
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(805 ILCS 180/30-20)
Sec. 30-20.
Rights of creditor.
(a) On application by a judgment creditor of a member of a limited
liability
company or of a member's transferee, a court having
jurisdiction may charge the distributional interest of the judgment debtor to
satisfy the judgment. The court may appoint a receiver of the share of
the distributions due or to become due to the judgment debtor and make all
other orders, directions, accounts, and inquiries the judgment debtor
might have made or which the circumstances may require to give effect to the
charging order.
(b) A charging order constitutes a lien on the judgment debtor's
distributional interest. The court may order a foreclosure of a lien on a
distributional interest subject to the charging order at any time. A purchaser
at the foreclosure sale has the rights of a transferee.
(c) At any time before foreclosure, a distributional interest in a limited
liability company that is charged may be redeemed:
(1) by the judgment debtor;
(2) with property other than the company's property,
| | by one or more of the other members; or
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(3) with the company's property, but only if
| | permitted by the operating agreement.
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(d) This Act does not affect a member's right under exemption laws with
respect to the member's distributional interest in a limited
liability company.
(e) This Section provides the exclusive remedy by which a judgment creditor
of a member or a transferee may satisfy a judgment out of the judgment
debtor's distributional interest in a limited liability company.
(Source: P.A. 90-424, eff. 1-1-98.)
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