(a) 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 section 6 of this chapter.(2) The person ceases to be a member as provided in section 4(h) or 4.1(h) of this chapter.(3) The person is removed as a member:(A) in accordance with the operating agreement; or(B) unless otherwise provided in a written operating agreement, by the affirmative vote, approval, or consent of a majority in interest of the members after the member has assigned the member's entire interest in the limited liability company.(4) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member who is an individual, the individual's death.(5) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member who is acting as a member by virtue of being a trustee of a trust, the termination of the trust, but not merely the substitution of a new trustee.(6) Unless otherwise provided in a written operating agreement or with the written virtue of being a trustee of a trust, the termination of the trust, but not merely the substitution of a new trustee.(6) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member that is a partnership, limited partnership, or another limited liability company, the dissolution and commencement of winding up of the partnership, limited partnership, or limited liability company.(7) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member that is a corporation, the dissolution of the corporation.(8) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member that is an estate, the distribution by the fiduciary of the estate's entire interest in the limited liability company.(b) A written operating agreement may provide for other events that result in a person ceasing to be a member of the limited liability company, including insolvency, bankruptcy, and adjudicated incompetency.As added by P.L.8-1993, SEC.301. Amended by P.L.269-1999, SEC.11; P.L.99-2024, SEC.4.
Indiana Legal Code