{"data":{"id":"us-ut/utah-code-48-3a-502","jurisdiction":"us-ut","citation":"Utah Code § 48-3a-502","heading":"Transfer of transferable interest.","body":"(1) Subject to Subsection 48-3a-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 48-3a-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 48-3a-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 48-3a-403 and Subsection 48-3a-406(3) known to the transferee when the transferee becomes a member.","path":["Title 48 Unincorporated Business Entity Act","Chapter 48-3a Utah Revised Uniform Limited Liability Company Act","Part 48-3a-5 Transferable Interest and Rights of Transferees and Creditors"],"source_url":"https://le.utah.gov/xcode/Title48/Chapter3a/48-3a-S502.html","current_through":"2026 General Session","vintage":"","retrieved_at":"2026-09-03T11:34:33Z","sha256":"70a14665b1e762946577f8d9dcc469919bb53f5a008a026cc459c1fd5af8d24b","source_id":"us-ut","stale":false,"prev":"us-ut/utah-code-48-3a-501","next":"us-ut/utah-code-48-3a-503"},"notice":"GroundRules: Original legal text. Not legal advice."}