Sec. 11. (a) A manager may resign as a manager of a limited liability company at the time or upon the happening of events specified in an operating agreement and in accordance with the operating agreement.
(b) A written operating agreement may provide that a manager does not have the right to resign as a manager of a limited liability company. Notwithstanding any provision in an operating agreement to the contrary, a manager may resign as a manager of a limited liability company at any time by giving written notice to the members and other managers. If the resignation of a manager violates the operating agreement, in addition to any remedies otherwise available under applicable law, a limited liability company may recover from the resigning manager damages for breach of the operating agreement and offset the damages against the amount payable to the resigning manager.
As added by P.L.8-1993, SEC.301.
Structure Indiana Code
Title 23. Business and Other Associations
Article 18. Limited Liability Companies
Chapter 4. Rights and Duties of Members and Managers
23-18-4-1. Authority of Members or Managers
23-18-4-3. Affirmative Vote, Approval, or Consent; Requirements
23-18-4-4. Written Operating Agreement
23-18-4-5. Operating Agreements; Objectives
23-18-4-6. Initial Operating Agreement; Amendments; Power of Attorney
23-18-4-7. Enforcement of Operating Agreement; Injunctive or Other Relief
23-18-4-8. Records; Inspection; Full Disclosure; Omissions
23-18-4-9. Managerial Omissions; Penalties or Consequences
23-18-4-10. Good Faith Reliance on Records by Members or Managers; Liability
23-18-4-11. Resignation of Manager