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House Journal: Page 1697: Tuesday, April 29, 1997

12   substantial part of the member's properties without
13   the member's agreement or acquiescence, which
14   appointment is not vacated or stayed for one hundred
15   twenty days or, if the appointment is stayed, for one
16   hundred twenty days after the expiration of the stay
17   during which period the appointment is not vacated.
18     5.  Unless otherwise provided in the operating
19   agreement or with the consent of all other members, in
20   the case of a member who is an individual, the
21   individual's death or adjudication by a court of
22   competent jurisdiction as incompetent to manage the
23   individual's person or property.
24     6.  Unless otherwise provided in the operating
25   agreement or with the consent of all other members, in
26   the case of a member who is acting as a member by
27   virtue of being a trustee of a trust, the termination
28   of the trust.
29     7.  Unless otherwise provided in the operating
30   agreement or with the consent of all other members, in
31   the case of a member that is a partnership or another
32   limited liability company, the dissolution and
33   commencement of winding up of the partnership or
34   limited liability company.
35     8.  Unless otherwise provided in the operating
36   agreement or with the consent of all other members, in
37   the case of a member that is a corporation, the
38   dissolution of the corporation or the revocation of
39   its articles of incorporation.
40     9.  Unless otherwise provided in the operating
41   agreement or with the consent of all other members, in
42   the case of a member that is an estate, the
43   distribution by the fiduciary of the estate's entire
44   interest in the limited liability company.
45     Sec. ___.  Section 490A.801, Code 1997, is amended
46   by adding the following new subsection:
47     NEW SUBSECTION.  4.  An operating agreement may
48   provide that the interest of any member who fails to
49   make a contribution that the member is obligated to
50   make is subject to specified penalties for, or

Page  17

 1   specified consequences of, such failure.  The penalty
 2   or consequence may take the form of reducing or
 3   eliminating the defaulting member's proportionate
 4   interest in a limited liability company, subordinating
 5   the member's membership interest to that of a
 6   nondefaulting member, a forced sale of the member's
 7   membership interest, forfeiture of the member's
 8   membership interest, the lending by other members of
 9   the amount necessary to meet the member's commitment,
10   a fixing of the value of the member's membership
11   interest by appraisal or by formula and redemption, or

Iowa General Assembly

Index: House Journal (77th General Assembly: Session 1)

© 1997 Cornell College and League of Women Voters of Iowa

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Last update: Tue May 6 09:40:03 CDT 1997
URL: /DOCS/GA/77GA/Session.1/HJournal/01600/01697.html
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