For purposes of §§ 48-250-112 and 48-250-113, and unless otherwise provided for in the articles of organization, smart contract, or operating agreement:

(1) Membership interests in a member-managed decentralized organization are calculated by dividing a member‘s contribution of digital assets to the organization divided by the total amount of digital assets contributed to the organization at the time of a vote;
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Terms Used In Tennessee Code 48-250-110

  • articles of organization: means in the case of an LLC organized under chapters 201-248 of this title, articles of organization, articles of amendment, articles of correction, certificates of merger, and all similar documents required to be filed with any of the foregoing as part of the formation and continuation of an LLC. See Tennessee Code 48-202-101
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Contract: A legal written agreement that becomes binding when signed.
  • Decentralized organization: means a decentralized organization, organized under this chapter. See Tennessee Code 48-250-101
  • Member: means a person reflected in the required records of an LLC as the owner of some governance rights of a membership interest of the LLC. See Tennessee Code 48-202-101
  • Member-managed: means an LLC organized pursuant to this title that has elected pursuant to §. See Tennessee Code 48-202-101
  • Membership: means the rights and obligations a member has pursuant to a corporation's charter, bylaws and chapters 51-68 of this title. See Tennessee Code 48-51-201
  • Membership interest: means :
    (A) A member's ownership share in a member-managed decentralized organization, which may be defined in the entity's articles of organization, smart contract, or operating agreement. See Tennessee Code 48-250-101
  • Operating agreement: means a written agreement described in §. See Tennessee Code 48-202-101
(2) If members do not contribute digital assets to an organization as a prerequisite to becoming a member, each member possesses one (1) membership interest and is entitled to one (1) vote; and
(3) A quorum requires no less than a majority of membership interests entitled to vote.
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