{"data":{"id":"us-ut/utah-code-16-20-502","jurisdiction":"us-ut","citation":"Utah Code § 16-20-502","heading":"Transfer of transferable interest.","body":"(1) Subject to Subsection 16-20-503(6), a transfer, in whole or in part, of a transferable interest:\n(a) is permissible;\n(b) does not by itself cause a member's dissociation or a dissolution and winding up of the limited liability company's activities and affairs; and\n(c) subject to Section 16-20-504, does not entitle the transferee to:\n(i) participate in the management or conduct of the limited liability company's activities and affairs; or\n(ii) except as otherwise provided in Subsection (3), have access to records or other information concerning the limited liability company's activities and affairs.\n(2) A transferee has the right to receive, in accordance with the transfer, distributions to which the transferor would otherwise be entitled.\n(3) In a dissolution and winding up of a limited liability company, a transferee is entitled to an account of the limited liability company's transactions only from the date of dissolution.\n(4) 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(5) A limited liability company need not give effect to a transferee's rights under this section until the limited liability company knows or has notice of the transfer.\n(6) 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 knowledge or notice of the restriction at the time of transfer.\n(7) Except as otherwise provided in Subsection 16-20-602(5)(b), if a member transfers a transferable interest, the transferor retains the rights of a member other than the transferable interest transferred and retains all the duties and obligations of a member.\n(8) If 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 16-20-403 and Subsection 16-20-406(3) known to the transferee when the transferee becomes a member.","path":["Title 16 Business Entities","Chapter 16-20 Utah Revised Uniform Limited Liability Company Act","Part 16-20-5 Transferable Interests And Rights Of Transferees And Creditors"],"source_url":"https://le.utah.gov/xcode/Title16/Chapter20/16-20-S502.html","current_through":"2026 General Session","vintage":"","retrieved_at":"2026-10-08T05:55:33Z","sha256":"58d63ecbd3fc05d7945411b56e540436bfa2a5e2f1dc83fc363e5a15597bc5a1","source_id":"us-ut","stale":false,"prev":"us-ut/utah-code-16-20-501","next":"us-ut/utah-code-16-20-503"},"notice":"GroundRules: Original legal text. Not legal advice."}