2005 North Carolina Code - General Statutes § 57C-3-01. Admission of members.

Article 3.

Membership and Management.

Part 1. Membership.

§ 57C‑3‑01.  Admission of members.

(a)       Unless the articles of organization of a limited liability company provide otherwise, each person executing the articles of organization of a limited liability company in the capacity of a member, and each person who is otherwise named in the articles of organization as a member of the limited liability company, becomes a member at the time that the filing by the Secretary of State of the articles of organization of the limited liability company becomes effective.

(b)       A person may be admitted as a member of a limited liability company:

(1)       In the case of a person acquiring a membership interest directly from the limited liability company, (i) upon being so identified by the organizers of the limited liability company in accordance with G.S. 57C‑2‑20(c) or (ii) upon compliance with the articles of organization or operating agreement or, if the articles of organization or operating agreement do not so provide, upon the unanimous consent of the members; and

(2)       In the case of an assignee of an interest of a member, upon compliance with the provisions of G.S. 57C‑5‑04(a).

(c)       Nothing in this Chapter precludes a person from being a member of a limited liability company because that person has not made, and has no obligation to make, any contributions to the limited liability company and has no right to receive any distributions from the limited liability company or share in any profits or losses of the limited liability company. (1993, c. 354, s. 1; 1999‑189, s. 4.1; 2000‑140, s. 101(t); 2001‑387, s. 64.)

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