{"data":{"id":"us-ne/neb.-rev.-stat.-21-141","jurisdiction":"us-ne","citation":"Neb. Rev. Stat. § 21-141","heading":"Neb. Rev. Stat. § 21-141","body":"(RULLCA 502) (a) A transfer, in whole or in part, of a transferable interest:\n\n(1) is permissible;\n\n(2) does not by itself cause a member's dissociation or a dissolution and winding up of the limited liability company's activities; and\n\n(3) subject to section 21-143 , does not entitle the transferee to:\n\n(A) participate in the management or conduct of the company's activities; or\n\n(B) except as otherwise provided in subsection (c) of this section, have access to records or other information concerning the company's activities.\n\n(b) A transferee has the right to receive, in accordance with the transfer, distributions to which the transferor would otherwise be entitled.\n\n(c) In a dissolution and winding up of a limited liability company, a transferee is entitled to an account of the company's transactions only from the date of dissolution.\n\n(d) A transferable interest may be evidenced by a certificate of the interest issued by the limited liability company in a record, and, subject to this section, the interest represented by the certificate may be transferred by a transfer of the certificate.\n\n(e) A limited liability company need not give effect to a transferee's rights under this section until the company has notice of the transfer.\n\n(f) A transfer of a transferable interest in violation of a restriction on transfer contained in the operating agreement is ineffective as to a person having notice of the restriction at the time of transfer.\n\n(g) Except as otherwise provided in subdivision (4)(B) of section 21-145 , when a member transfers a transferable interest, the transferor retains the rights of a member other than the interest in distributions transferred and retains all duties and obligations of a member.\n\n(h) When a member transfers a transferable interest to a person that becomes a member with respect to the transferred interest, the transferee is liable for the member's obligations under section 21-132 and subsection (c) of section 21-135 known to the transferee when the transferee becomes a member.","path":["NE Code","Chapter 21"],"source_url":"https://nebraskalegislature.gov/laws/statutes.php?statute=21-141","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:21Z","sha256":"c2b6c8ed07c8f069b48dc7d6c784476b1b66bfab3a8dc6f82d73f04fcbf1d77a","source_id":"us-ne","stale":false,"prev":"us-ne/neb.-rev.-stat.-21-1408","next":"us-ne/neb.-rev.-stat.-21-1410"},"notice":"GroundRules: Original legal text. Not legal advice."}