(A) Upon a member's withdrawal from a limited liability company, the member's right to participate in the management and conduct of the limited liability company's business terminates.
(B) Upon a member's withdrawal, the member's duty of loyalty under division (B)(3) of section 1705.281 of the Revised Code terminates.
(C) Upon a member's withdrawal, a member's duty of loyalty under divisions (B)(1) and (2) of section 1705.281 of the Revised Code and duty of care under division (C) of section 1705.281 of the Revised Code continue only with regard to matters arising and events occurring before the member's withdrawal.
Added by 129th General AssemblyFile No.72,HB 48, §1, eff. 5/4/2012.
This new section is based on the
comparable provision of Ohio's partnership law, § 1776.53(B). It
defines the time when certain duties owed by a member will terminate and is
part of a set of provisions that define, by statute, the fiduciary duties of
members (and managers). See§§ 1705.281,
1705.282 ; see
Committee Comment (2012)*
*Comments on 129th General Assembly, HB 48, from the Ohio State Bar Association Corporation Law Committee