{"data":{"id":"us-ok/okla.-stat.-tit.-18-18-2035","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 18, § 18-2035","heading":"Assignee of interest becoming member - Rights and powers,","body":"restrictions and liabilities - Assignor's liabilities- Time of\n\nadmission of member.\n\nASSIGNEE OF INTEREST BECOMING MEMBER; RIGHTS AND POWERS,\n\nRESTRICTIONS AND LIABILITIES; ASSIGNOR'S LIABILITIES; TIME OF\n\nADMISSION OF MEMBER\n\nA. An assignee of a capital interest in a limited liability\n\ncompany may become a member if and to the extent that:\n\n1. The operating agreement provides; or\n\n2. Unless the operating agreement otherwise provides, the\n\nmembers representing a majority of the profits which are not the\n\nsubject of the assignment consent in writing.\n\nB. An assignee who becomes a member, to the extent assigned,\n\nhas the rights and powers, and is subject to the restrictions and\n\nliabilities, of a member under the operating agreement and the\n\nOklahoma Limited Liability Company Act; however, unless otherwise\n\nprovided in writing in the operating agreement or other written\n\nagreement, an assignee who becomes a member also is liable for any\n\nobligations of the assignor to make contributions as provided in\n\nSection 2024 of this title, but shall not be liable for the\n\nobligations of the assignor under Section 2031 of this title;\n\nhowever, the assignee is not obligated for liabilities of which the\n\nassignee had no knowledge at the time the assignee became a member\n\nand which could not be ascertained from a written operating\n\nagreement.\n\nC. Regardless of whether an assignee of an interest becomes a\n\nmember, the assignor is not released from liability to the limited\n\nliability company under Sections 2024, 2031 and 2033 of this title.\n\nD. Except as otherwise provided in writing in the operating\n\nagreement, a member who assigns the member's entire capital interest\n\nin the limited liability company ceases to be a member or to have\n\nthe power to exercise any rights of a member when any assignee of\n\nthe capital interest becomes a member with respect to the assigned\n\ninterest.\n\nE. Subject to subsection F of this section, a person acquiring\n\na limited liability company interest directly from the limited\n\nliability company may become a member in a limited liability company\n\nupon compliance with the operating agreement or, if the operating\n\nagreement does not so provide in writing, upon the written consent\n\nof the members.\n\nF. The effective time of admission of a member to a limited\n\nliability company shall be the later of:\n\n1. The date the limited liability company is formed; or\n\n2. The time provided in the operating agreement, or if no such\n\ntime is provided therein, then when the person's admission is\n\nreflected in the records of the limited liability company.","path":["OK Code","Title 18"],"source_url":"https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os18.pdf","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:36Z","sha256":"b7ebce96c0d2dec3d86c3855598662b2815992ea4fe09ffbab9f348095c8a4aa","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-18-18-2034","next":"us-ok/okla.-stat.-tit.-18-18-2036"},"notice":"GroundRules: Original legal text. Not legal advice."}