Legal Question in Business Law in Ohio

I want to leave an ohio llc, my partner and i both are 50% members. The operating agreement says we have to amend the operating agreement. I just want out! No buyout, I just want out. Company has no debt or assets.


Asked on 2/12/16, 4:27 pm

1 Answer from Attorneys

J. Norman Stark J. Norman Stark , Attorney, Architect

Dear Withdrawing LLC Member: You have the right to withdraw, and to keep things in proper order, you should withdraw upon the specific terms of your Operating Agreement which should provide the manner and specifics for such withdrawal. No need to amend the Operating Agreement. But, don't forget to file a Cerificate of Withdrawal form the LLC as a Member, with the Secretary of State of Ohio, to protect your status..

Here are your rights and duties:

� 1705.12. Rights of withdrawing member

Upon withdrawal, a member withdrawing from a limited liability company has the right to receive any distribution to which the member is entitled under the operating agreement and, except as otherwise provided in that agreement, the withdrawing member shall be treated as if the member were an assignee of all of the member's membership interest as of the date of withdrawal.

You should have experienced Counsel (Attorney) assist you in order to avoid any future liability.

Good luck.

Sincerely,

J. Norman Stark

***

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J. NORMAN STARK, ATTORNEY*

ARCHITECT EMERITUS (Ohio) A.I.A., N.C.A.R.B.

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(216) 531-5310 x7100 Cel.:(216) 310-7100 Email: [email protected]

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Answered on 2/13/16, 6:56 am


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