2020 New York Laws
LLC - Limited Liability Company Law
Article 10 - Mergers
1005 - Payment of Interest of Dissenting Members.

§ 1005. Payment of interest of dissenting members. (a) Within ten days
after the occurrence of an event described in section ten hundred two of
this  article,  the  surviving  or  resulting domestic limited liability
company or other business entity shall send to  each  dissenting  former
member  a  written  offer  to  pay in cash the fair value of such former
member's membership interest. Payment in cash  shall  be  made  to  each
former  member accepting such offer within ten days after notice of such
acceptance is received by the surviving or  resulting  domestic  limited
liability company or other business entity.
  (b)  If  a  former  member  and  the  surviving  or  resulting limited
liability company or other business entity fail to agree on the price to
be paid for the former member's membership interest within  ninety  days
after  the  surviving or resulting domestic limited liability company or
other business  entity  shall  have  made  the  offer  provided  for  in
subdivision  (a)  of  this section, or if the domestic limited liability
company  or  surviving  domestic  limited  liability  company  or  other
business  entity  shall  fail  to  make  such an offer within the period
provided for in subdivision (a) of this section, the procedure  provided
for  in  paragraphs  (h),  (i),  (j)  and  (k)  of  section  six hundred
twenty-three  of  the  business  corporation  law  (or   any   successor
provisions  or  statute)  shall apply, as such paragraphs may be amended
from time to time.
  (c) A payment under this  section  shall  constitute  a  return  of  a
member's  contribution for the purposes of section five hundred eight of
this chapter.