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I am part of an LLC in GA consisting of four partners at 25%.?

LLC owners are called members and own membership interests. The LLC Operating Agreement should describe the rules regarding selling or inheriting membership interests. Often the remaining members have the right of first refusal to buy the membership interests of a departing, deceased or incapacitated member. That is so the remaining members can remain in control and set the direction for the LLC. If the membership interests are sold, acquired or inherited by new, outside members, they may have very different ideas for taking the LLC in a totally new direction, or may be incompatible in getting along with the remaining LLC members. Disagreements may arise. The Operating Agreement should describe voting procedures for major decisions. There may be different classes of membership interests with different voting powers. Decisions may require majority vote or unanimous vote. What happens if a unanimous vote is required and one member disagrees? Or if there is a tie vote? How do you break the tie? Maybe allow a respected business, financial or legal advisor or the CEO, President or Manager to cast a tie-breaking vote? There should be a ledger kept that shows the current list of members, membership interests owned by each, and voting rights. Once the departing members are gone, the ledger should be updated to show the new list of members and their membership interests and voting rights. See Georgia law 14-11-313. LLC Records and information. The Georgia LLC laws include 14-11-601. Events of dissociation.(3) The member is removed as a member:(A) In accordance with the articles of organization or a written operating agreement; or (B) Subject to contrary provision in the articles of organization or in a written operating agreement, when the member assigns all of his or her limited liability company interest, by an affirmative vote of a majority in number of the members who have not assigned all of their limited liability company interests; (4) The member's entire interest in the limited liability company is purchased or redeemed by the limited liability company; Keep records of meetings and resolutions to document important decisions. To look up Georgia laws, see Learning about Georgia Law Disclaimer: I am not an attorney and this information is not legal advice. Follow the LLC laws for your state. Contact an attorney experienced with LLCs for legal advice.

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