Q: Can two members of an LLC having 25% ownership each (50% overall ownership) sell the business without the other 50%?
In the state of Maryland
A: That depends on what the articles of organization, operating agreement, or other agreements say about who has control over sale of assets of, or membership interests in, or the power to dissolve, the LLC. If you don't have an operating agreement that deals with this, then certain default statutory provisions will apply- one of which is "Decisions concerning the affairs of the limited liability company shall require the consent of members holding at least a majority of the interests in profits of the limited liability company as determined under § 4A-503 of this title." MD Corp & Assn Code § 4A-403 (2017). You may want to have an attorney look at the relevant documents, and talk with them about the goals you're trying to achieve.
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