Michigan § 450.4505 - Membership interest; assignment; liability of assignee; assignor as member; liability of assignor not released.
Full text of Michigan Michigan Compiled Laws § 450.4505 — Membership interest; assignment; liability of assignee; assignor as member; liability of assignor not released., with citation guidance and answers to common questions.
§ 450.4505. Membership interest; assignment; liability of assignee; assignor as member; liability of assignor not released.
(1) Except as provided in an operating agreement, a membership interest is assignable in whole or in part.
(2) An assignment of a membership interest does not of itself entitle the assignee to participate in the management and affairs of a limited liability company or to become or exercise any rights of a member. An assignment entitles the assignee to receive, to the extent assigned, only the distributions to which the assignor would be entitled.
(3) Unless otherwise provided in an operating agreement and except to the extent assumed by agreement, an assignee has no liability as a member solely as a result of the assignment.
(4) Except as provided in an operating agreement, a member ceases to be a member when the member's entire membership interest is assigned. The assignor is not released from any liability to the company under sections 302 and 308 even if the assignee becomes a member.
Source: official Michigan text · Last verified 2026-08-27
Frequently Asked Questions About Michigan § 450.4505
What does Michigan Compiled Laws § 450.4505 cover?
Section 450.4505 ("Membership interest; assignment; liability of assignee; assignor as member; liability of assignor not released.") is part of the Michigan Compiled Laws, the codified statutory law of Michigan. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite Michigan § 450.4505?
A common citation format is "Michigan Compiled Laws § 450.4505" (Michigan). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of Michigan law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the Michigan official source linked on this page or consult a licensed Michigan attorney.
How does Michigan § 450.4505 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Michigan can advise on how this section applies to you. Contact your state or local bar association for a referral.
Sources & Verification
Not legal advice. Verify against the official source and consult a licensed attorney in Michigan.