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Illinois Compiled Statutes

Information maintained by the Legislative Reference Bureau
Updating the database of the Illinois Compiled Statutes (ILCS) is an ongoing process. Recent laws may not yet be included in the ILCS database, but they are found on this site as Public Acts soon after they become law. For information concerning the relationship between statutes and Public Acts, refer to the Guide.

Because the statute database is maintained primarily for legislative drafting purposes, statutory changes are sometimes included in the statute database before they take effect. If the source note at the end of a Section of the statutes includes a Public Act that has not yet taken effect, the version of the law that is currently in effect may have already been removed from the database and you should refer to that Public Act to see the changes made to the current law.

BUSINESS ORGANIZATIONS
(805 ILCS 180/) Limited Liability Company Act.

805 ILCS 180/Art. 30

 
    (805 ILCS 180/Art. 30 heading)
Article 30. Transfer of Distributional Interests
(Source: P.A. 99-637, eff. 7-1-17.)

805 ILCS 180/30-1

    (805 ILCS 180/30-1)
    Sec. 30-1. Member's distributional interest.
    (a) A member is not a co-owner of, and has no transferable interest in, property of a limited liability company.
    (b) A distributional interest in a limited liability company is personal property and, subject to Sections 30-5 and 30-10, may be transferred in whole or in part.
    (c) An operating agreement may provide that a distributional interest may be evidenced by a certificate of the interest issued by the limited liability company and, subject to Section 30-10, may also provide for the transfer of any interest represented by the certificate.
(Source: P.A. 90-424, eff. 1-1-98.)

805 ILCS 180/30-5

    (805 ILCS 180/30-5)
    Sec. 30-5. Transfer of a distributional interest.
    (a) A transfer of a distributional interest in whole or in part:
        (1) does not by itself cause dissolution and winding
    
up of the limited liability company's activities; and
        (2) is subject to Section 30-10.
    (b) A transfer of a distributional interest does not entitle the transferee to become or to exercise any rights of a member. A transfer entitles the transferee to receive, to the extent transferred, only the distributions to which the transferor would be entitled.
(Source: P.A. 99-637, eff. 7-1-17.)

805 ILCS 180/30-10

    (805 ILCS 180/30-10)
    Sec. 30-10. Rights of a transferee.
    (a) A transferee of a distributional interest may become a member of a limited liability company if and to the extent that the transferor gives the transferee the right in accordance with authority described in the operating agreement or all other members consent.
    (b) A transferee who has become a member, to the extent transferred, has the rights and powers, and is subject to the restrictions and liabilities, of a member under the operating agreement of a limited liability company and this Act. A transferee who becomes a member also is liable for the transferor member's obligations to make contributions under Section 20-5 and for obligations under Section 25-35 to return unlawful distributions, but the transferee is not obligated for the transferor member's liabilities unknown to the transferee at the time the transferee becomes a member.
    (c) Whether or not a transferee of a distributional interest becomes a member under subsection (a) of this Section, the transferor is not released from liability to the limited liability company under the operating agreement or this Act.
    (d) A transferee who does not become a member is not entitled to participate in the management or conduct of the limited liability company's business, require access to information concerning the company's transactions, or, except as provided in subsections (c) and (d) of Section 1-40, inspect or copy any of the company's records.
    (e) A transferee who does not become a member is entitled to:
        (1) receive, in accordance with the transfer,
    
distributions to which the transferor would otherwise be entitled;
        (2) receive, upon dissolution and winding up of the
    
limited liability company's business:
            (A) in accordance with the transfer, the net
        
amount otherwise distributable to the transferor; and
            (B) a statement of account only from the date of
        
the latest statement of account agreed to by all the members.
    (f) A limited liability company need not give effect to a transfer until it has notice of the transfer.
(Source: P.A. 99-637, eff. 7-1-17.)

805 ILCS 180/30-15

    (805 ILCS 180/30-15)
    Sec. 30-15. (Repealed).
(Source: P.A. 87-1062. Repealed by P.A. 90-424, eff. 1-1-98.)

805 ILCS 180/30-20

    (805 ILCS 180/30-20)
    Sec. 30-20. Rights of creditor.
    (a) On application by a judgment creditor of a member or transferee, a court may enter a charging order against the distributional interest of the judgment debtor for the unsatisfied amount of the judgment. A charging order constitutes a lien on a judgment debtor's distributional interest and requires the limited liability company to pay over to the person to which the charging order was issued any distribution that would otherwise be paid to the judgment debtor. A charging order grants no other rights with respect to the assets or affairs of the company.
    (b) To the extent necessary to effectuate the collection of distributions pursuant to a charging order in effect under subsection (a), the court may:
        (1) appoint a receiver of the distributions subject
    
to the charging order, with the power to make all inquiries the judgment debtor might have made; and
        (2) make all other orders necessary to give effect
    
to the charging order.
    (c) At any time the court may foreclose the lien and order the sale of the distributional interest. The purchaser at the foreclosure sale obtains only the distributional interest, does not thereby become a member, and is subject to Section 30-10.
    (d) At any time before foreclosure under subsection (c), the member or transferee whose distributional interest is subject to a charging order under subsection (a) may extinguish the charging order by satisfying the judgment and filing a certified copy of the satisfaction with the court that issued the charging order.
    (e) At any time before foreclosure under subsection (c), a limited liability company or one or more members whose distributional interests are not subject to the charging order may satisfy the judgment and thereby succeed to the rights of the judgment creditor, including the charging order.
    (f) This Act does not deprive any member or transferee of the benefit of any exemption laws applicable to the member's or transferee's distributional interest.
    (g) This Section provides the exclusive remedy by which a person seeking to enforce a judgment against a member or transferee may, in the capacity of judgment creditor, satisfy the judgment from the judgment debtor's distributional interest. If and to the extent that other law permits a judgment creditor to obtain a lien against the distributional interest or other rights of a member or transferee of a member, the lien shall be treated as a charging order subject to all the provisions of this Section.
(Source: P.A. 99-637, eff. 7-1-17.)

805 ILCS 180/30-25

    (805 ILCS 180/30-25)
    Sec. 30-25. Power of personal representative of deceased member. If a member dies, the deceased member's personal representative or other legal representative may exercise the rights of a transferee provided in subsection (e) of Section 30-10 and, for the purposes of settling the estate, the rights of a current member under Section 10-15.
(Source: P.A. 99-637, eff. 7-1-17.)