Ripley, WV asked in Estate Planning and Probate for West Virginia

Q: My mother owned 45% of stock in an llc. Her estate is in probate. Can part of land of llc be sold without a vote?

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1 Lawyer Answer

A: The LLC can sell the land whenever it wants to. The Company Agreement of the LLC will indicate who has authority to take action like selling its land.

Remember that the land itself is not part of your mother's probate estate. It is owned by the LLC. Company Agreements typically contain provisions addressing the transfer of a member's interest in the LLC upon death. If, for some odd reason, your mom's does not, only her membership interest in the LLC (what you may mistakenly be referring to as her "stock") becomes part of her probate estate, not the money and assets owned by the LLC itself.

Think of it this way: if you mom owned 100 shares of stock in a company like Tesla or Microsoft, she would not own any land or factories or funds on deposit in bank accounts of Tesla or Microsoft. She would only own the 100 shares of stock. Her death is no way would affect Tesla or Microsoft's ability to sell a factory.

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