1. Only a member of a series limited liability company may be an associated member of a protected series of the company.

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Terms Used In Iowa Code 489.14302

  • Associated member: means a member that meets the requirements of section 489. See Iowa Code 489.14102
  • following: when used by way of reference to a chapter or other part of a statute mean the next preceding or next following chapter or other part. See Iowa Code 4.1
  • Member: means a person that has become a member of a limited liability company under section 489. See Iowa Code 489.102
  • Operating agreement: means the agreement, whether or not referred to as an operating agreement and whether oral, in a record, implied, or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in section 489. See Iowa Code 489.102
  • Person: means an individual, corporation, business trust, estate, trust, partnership, limited liability company, association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality, or any other legal or commercial entity. See Iowa Code 489.102
  • Transferable interest: means the right, as originally associated with a person's capacity as a member, to receive distributions from a limited liability company in accordance with the operating agreement, whether or not the person remains a member or continues to own any part of the right. See Iowa Code 489.102
 2. A member of a series limited liability company becomes an associated member of a protected series of the company if the operating agreement or a procedure established by the agreement states all of the following:

 a. That the member is an associated member of the protected series.
 b. The date on which the member became an associated member.
 c. Any protected-series transferable interest the associated member has in connection with becoming or being an associated member.
 3. If a person that is an associated member of a protected series of a series limited liability company is dissociated from the company, the person ceases to be an associated member of the protected series.