S.C. Code Ann. § 33-43-706 – [Repealed eff January 1, 2001] Right of assignee to become member | Midpage
§ 33-43-706
S.C. Code Ann. § 33-43-706
[Repealed eff January 1, 2001] Right of assignee to become member
(A) An assignee of a limited liability company interest may become a member only if the other members unanimously consent at the time of the assignment. A member's consent may be withheld for any reason whatsoever. The consent of a member may be evidenced in any manner specified in writing in an operating agreement, but in the absence of such specification, consent shall be evidenced by a written instrument dated and signed by the member.
(B) An assignee who becomes a member has, to the extent assigned, the rights and powers, and is subject to the restrictions and liabilities, of a member under the articles of organization, any operating agreement, and Sections 33-43-101 through 33-43-1409. An assignee who becomes a member also is liable for any obligations of the assignor to make contributions under Section 33-43-502. However, the assignee is not obligated for liabilities of which the assignee had no knowledge at the time he became a member and which could not be ascertained from any written records of the limited liability company kept pursuant to Section 33-43-405.
(C) Unless otherwise provided in writing in an operating agreement, an assignor is not released from his liability to the limited liability company under Section 33-43-502, whether or not an assignee of a limited liability company interest becomes a member.
(D) Unless otherwise provided in writing in an operating agreement, a member who assigns his entire limited liability company interest ceases to be a member or to have the power to exercise any rights of a member when the assignee becomes a member with respect to the entire assigned interest.