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Searching 2023-2024 Session

The Vermont Statutes Online

NOTE: The Vermont Statutes Online is an unofficial copy of the Vermont Statutes Annotated that is provided as a convenience.

NOTE: The online version of the Vermont Statutes does NOT yet include the actions of the 2023 legislative session. The 2023 updates should be available by the end of October.

Title 11 : Corporations, Partnerships and Associations



(Cite as: 11 V.S.A. § 4072)
  • § 4072. Transfer of distributional interest

    (a) A transfer, in whole or in part, of a distributional interest:

    (1) is permissible;

    (2) does not by itself cause a member’s dissociation or a dissolution and winding up of the company’s activities; and

    (3) subject to section 4075 of this title, does not entitle the transferee to:

    (A) become or to exercise any rights of a member:

    (B) participate in the management or conduct of the company’s activities; or

    (C) except as otherwise provided in subsection 4073(d) of this title, have access to records or other information concerning the company’s activities.

    (b) A transfer of a distributional interest entitles the transferee to receive, in accordance with the transfer, the distributions to which the transferor would otherwise be entitled with respect to the interest.

    (c) Except as otherwise provided in subdivision 4081(4)(B) of this title, if a member transfers a distributional interest, the transferor retains the rights of a member other than the distributional interest transferred and retains all duties and obligations of a member.

    (d) A transfer of a distributional interest in violation of a restriction on transfer contained in the operating agreement is ineffective if the intended transferee has knowledge or notice of the restriction at the time of transfer. (Added 2015, No. 17, § 2.)