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foregoing procedure, the transferee would be afforded no
opportunity to participate in the business affairs of the entity
or to become a member; rather, he or she would only be entitled
to receive the share of profits or distributions which otherwise
would have inured to the transferor.
Among the rights afforded to members by the Operating
Agreement were the following: (1) Voting members had the right
to remove the manager and elect a successor by majority vote; (2)
voting members had the right to amend the Operating Agreement by
an 80-percent majority vote; (3) voting and nonvoting members had
the right to access the books and records of the company; (4)
voting and nonvoting members had the right jointly to decide
whether the company would be continued following an event of
dissolution; and (5) after the tenure of A.J. Hackl as manager,
voting members could dissolve the company by an 80-percent
majority vote.
As set forth in the Operating Agreement, Treeco was to be
dissolved upon the first to occur of four enumerated
circumstances:
(i) While A.J. Hackl is the Manager, by his
written determination that the Company should be
dissolved;
(ii) Following the tenure of A.J. Hackl as
Manager by a written determination by Voting Members
owning not less than eighty percent (80%) of the Voting
Units of the Company that the Company should be
dissolved;
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Last modified: May 25, 2011