QUESTION

Need to withdraw from a Utah LLC (formed Nov. 2011). What legal procedures do I need to follow. Do not want any baggage from this LLC later. Thank You

Asked on Feb 22nd, 2012 on Business Law - Utah
More details to this question:
From Operating Agreement: 7.1 Withdrawal. A Member may withdraw from the Company prior to the dissolution and winding up of the Company with the unanimous consent of the other Members, or if such Member transfers or assigns all of his or her Membership Interests pursuant to Section 7.2 below. A Member which withdraws pursuant to this Section 7.1 shall be entitled to a distribution in an amount equal to such Member''s Capital Account. 7.2 Restrictions on Transfer. A Member shall not transfer any Membership Interests, whether now owned or later acquired, unless all of the Members consent to such transfer............. Additional Info: I''m willing to give away my share and not take any money, but I''m interested in ensuring there is no liability what so ever from the LLC or its actions. Also I discussed two projects for discussion, one I''m ready to leave completely, other, want to keep an option for pursuing myself. If required pay a share of profits (if within next 1-2 years)
Report Abuse

1 ANSWER

Litigation Attorney serving Greenwich, CT
Partner at Hilary B. Miller
Reviews not shown
1 Award
As a general matter, an LLC member is not liable for the obligations of the LLC. That's the entire purpose of the "LL" in the form of entity. Whether you stay or go, unless you have expressly agreed to be liable for the entity's debts, you will not have such liability. Unfortunately, there is no particular way for you to "walk," so you'll probably need to negotiate your departure with your co-members. Call our office if we can assist you with this transaction.
Answered on Feb 23rd, 2012 at 11:08 AM

Report Abuse

Ask a Lawyer

Consumers can use this platform to pose legal questions to real lawyers and receive free insights.

Participating legal professionals get the opportunity to speak directly with people who may need their services, as well as enhance their standing in the Lawyers.com community.

0 out of 150 characters