Upon a member's dissociation:
(1) in an at-will company, the company must cause the dissociated member's distributional interest to be purchased under Article 7;
(2) in a term company, if the company:
(a) dissolves and winds up its business on or before the expiration of its specified term, Article 8 applies to determine the dissociated member's rights to distributions;
(b) does not dissolve and wind up its business on or before the expiration of its specified term, the company must cause the dissociated member's distributional interest to be purchased under Article 7 on the date of the expiration of the term specified at the time of the member's dissociation;
(3) the member's right to participate in the management and conduct of the company's business terminates, except as otherwise provided in Section 33-44-803, and the member ceases to be a member and is treated the same as a transferee of a member;
(4) the member's duty of loyalty under Section 33-44-409(b)(3) terminates; and
(5) the member's duty of loyalty under Section 33-44-409(b)(1) and (2) and duty of care under Section 33-44-409(c) continue only with regard to matters arising and events occurring before the member's dissociation, unless the member participates in winding up the company's business pursuant to Section 33-44-803.
HISTORY: 1996 Act No. 343, Section 2; 1998 Act No. 442, Section 10.
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