California Corporations Code

§ 17711.02

CORP § 17711.02 Effective Jan 1, 2023Title 2.6 · Art. 11

Statute text

(a)If the approval of outstanding membership interests is required for a limited liability company to participate in a reorganization, pursuant to the limited liability company agreement, or otherwise, then each member of the limited liability company holding those interests may, by complying with this article, require the limited liability company to purchase for cash, at its fair market value, the interest owned by the member in the limited liability company, if the interest is a dissenting interest as defined in subdivision (b). The fair market value shall be determined as of the day before the first announcement of the terms of the proposed reorganization, excluding any appreciation or depreciation in consequence of the proposed reorganization.

(b)As used in this article, “dissenting interest” means the interest of a member that satisfies all of the following conditions:

(1)Either:

…

Legislative history

Amended by Stats. 2022, Ch. 452, Sec. 66. (SB 1498) Effective January 1, 2023.