Right of assignee to become a member.
R.I. Gen. Laws § 7-16-36
in effect7-16-36. Right of assignee to become a member.
(a) Except as otherwise provided in a written operating agreement, an assignee of an interest
in a limited liability company may become a member only if the other members unanimously
consent. The consent of a member may be evidenced in any manner specified in an operating
agreement, but in the absence of specification, consent is evidenced by a written
instrument, dated and signed by the member, or evidenced by a vote taken at a meeting
of the members called in accordance with the operating agreement and maintained with
the records of the limited liability company.
(b) An assignee who becomes a member has, to the extent assigned, the rights and powers,
and is subject to the restrictions and liabilities, of a member under the articles
of organization, any operating agreement and this chapter.
(c) An assignee who becomes a member is liable for any obligations of the assignor to
make contributions and to return distributions under this chapter.
(d) Whether or not an assignee of a membership interest becomes a member, the assignor
is not released from the assignor’s liability to the limited liability company under
§ 7-16-25 and § 7-16-32.
P.L. 1992, ch. 280, § 1.
Source: State of Rhode Island General Assembly (rilegislature.gov)URL: https://webserver.rilegislature.gov/Statutes/TITLE7/7-16/7-16-36.htmFetched: 10/20/2026