§ 275.200

275.200 Obligation to make contribution -- Compromise. (1) An obligation of a member to make a contribution to the limited liability company shall not be enforceable unless set forth in a writing signed by the member. (2) Unless otherwise provided in an operating agreement, a member shall be obligated to the limit ed liability company to perform any enforceable promise to contribute cash or property or to perform services, even if the member is unable to perform because of death, disability, or other reason. (3) If a member does not make a required contribution of p roperty or services, then the member shall be obligated, at the option of the limited liability company, to contribute cash equal to that portion of value of the stated contribution that has not been made. (4) Unless otherwise provided in an operating agre ement, an obligation of a member to make a contribution may be compromised only with the unanimous consent of the members. (5) Notwithstanding any compromise approved pursuant to subsection (4) of this section, a creditor of a limited liability company who extends credit or otherwise acts in reliance on an obligation after the member executes a writing which reflects

suant to subsection (4) of this section, a creditor of a limited liability company who extends credit or otherwise acts in reliance on an obligation after the member executes a writing which reflects that obligation and before any such compromise is reached, may enforce the original obligation. Effective: July 15, 2010 History: Repealed and reenacted 2010 Ky. Acts ch. 51, sec. 114, effective July 15, 2010. -- Amended 2007 Ky. Acts ch. 137, sec. 114, effective June 26, 2007. -- Created 1994 Ky. Acts ch. 389, sec. 40, effective July 15, 1994. Legislative Research Commission Note (7/15/2010). 2010 Ky. Acts ch. 51, sec. 183, provides, 'The specific textual provisions of Sections 1 to 178 of this Act which reflect amendments made to those sections by 2007 Ky. Acts ch. 137 shall be deemed effective as of June 26, 2007, and those provisions are her eby made expressly retroactive to that date, with the remainder of the text of those sections being unaffected by the provisions of this section.'