Membership in the LLC
A District of Columbia LLC must have at least one member, who may be a natural person or a business entity. Members may acquire an interest in the LLC either in proportion to their contribution or in some other way that is in accordance with the LLC’s operating agreement.
The contributions of a member to the LLC may consist of cash, property, services rendered, or a binding obligation to contribute those in the future.
An LLC member may not resign except in accordance with the organization’s operating agreement or articles of organization. If a wrongful dissociation causes harm to the LLC, the member may be liable for those damages.
Unless the operating agreement states otherwise, a member who resigns will receive the fair value of his or her membership interest within a reasonable time after resignation. If the resignation is in violation of the operating agreement or the result of wrongful conduct, the LLC may offset the amount paid to the resigning member by the amount of damages caused by the breach or wrongful conduct, including the costs of obtaining replacement services owed to the LLC by the resigning member.
Managers are elected by the members, but unless otherwise stated in the articles or operating agreement, managers’ removal and election must be approved by those members owning at least a majority of profit interests in the LLC.