17-7686.   Admission of members.(a) In connection with the formation of a limited liabilitycompany, a person isadmitted as a member of the limited liability company upon the later to occurof:

      (1)   The formation of the limited liability company; or

      (2)   the time provided in and upon compliance with the operating agreementor, if theoperating agreement does not so provide, when the person's admission isreflected in the records ofthe limited liability company.

      (b)   After the formation of a limited liability company, a person is admittedas a member of the limited liability company:

      (1)   In the case of a person who is not an assignee of a limited liabilitycompany interest,including a person acquiring a limited liability company interest directly fromthe limited liabilitycompany and a person to be admitted as a member of the limited liabilitycompany without acquiringa limited liability company interest in the limited liability company at thetime provided in and uponcompliance with the operating agreement or, if the operating agreement doesnot so provide, uponthe consent of all members and when the person's admission is reflected in therecords of the limitedliability company;

      (2)   in the case of an assignee of a limited liability company interest, asprovided insubsection (a) of K.S.A. 17-76,114, and amendments thereto, and atthe time providedin and uponcompliance with the operating agreement or, if the operating agreement doesnot so provide, whenany such person's permitted admission is reflected in the records of thelimited liability company;or

      (3)   unless otherwise provided in an agreement of merger or consolidation, inthe case of aperson acquiring a limited liability company interest in a surviving orresulting limited liabilitycompany pursuant to a merger or consolidation approved in accordance withsubsection (b) ofK.S.A. 17-7681, and amendments thereto, at the time provided in andupon compliancewith the operatingagreement of the surviving or resulting limited liability company.

      (c)   A person may be admitted to a limited liability company as a member ofthe limitedliability company and may receive a limited liability company interest in thelimited liabilitycompany without making a contribution or being obligated to make a contributionto the limitedliability company. Unless otherwise provided in an operating agreement, aperson may be admitted to a limited liability company as a member of thelimited liability company without acquiring alimited liability company interest in the limited liability company. Unlessotherwise provided in aoperating agreement, a person may be admitted as the sole member of a limitedliability companywithout making a contribution or being obligated to make a contribution to thelimited liabilitycompany or without acquiring a limited liability company interest in thelimited liability company.

      History:   L. 1999, ch. 119, § 25; Jan. 1, 2000.