Iowa Code § 489.106
Operating agreement — effect on limited liability company and persons becoming members — preformation agreement
Redline — January 1, 2012 → current.View current text →
Current — January 1, 2025
As of January 1, 2012
The law of this state governs all of the following:
1. The internal affairs of a limited liability company.
2. The liability of a member as member and a manager as manager for the debts, obligations, or other liabilities of a limited liability company.
Referred to in
1. A limited liability company is bound by and may enforce the operating agreement, whether or not the company has itself manifested assent to the operating agreement.
2. A person that becomes a member of a limited liability company is deemed to assent to the operating agreement.
3. Two or more persons intending to become the initial members of a limited liability company may make an agreement providing that upon the formation of the company the agreement will become the operating agreement. One person intending to become the initial member of a company may assent to terms providing that upon the formation of the company the terms will become the operating agreement.
4. An operating agreement in a signed record that excludes modification or rescission except by a signed record cannot be otherwise modified or rescinded.
C2009, §489.111
C2024, §489.106
Former §489.106 transferred to §489.104;
Official source: Iowa Legislature. Reproduced from public-domain Iowa statutes; confirm against the official source for the current text. Not legal advice.