Massachusetts General Laws
Chapter 156c - Limited Liability Company Act
Section 33 - Form of Distribution on Demand; Acceptance of Distribution of Assets

Section 33. Except as provided in a written operating agreement, a member, regardless of the nature of his contribution, has no right to demand and receive any distribution from a limited liability company in any form other than cash. Except as provided in a written operating agreement, a member may not be compelled to accept a distribution of any asset in kind from a limited liability company to the extent that the percentage of the asset distributed to him exceeds a percentage of the asset which is equal to the percentage in which he shares in distributions from the limited liability company.

Structure Massachusetts General Laws

Massachusetts General Laws

Part I - Administration of the Government

Title XXII - Corporations

Chapter 156c - Limited Liability Company Act

Section 1 - Short Title

Section 2 - Definitions

Section 3 - Name of Limited Liability Company

Section 4 - Reservation of Exclusive Right to Name

Section 5 - Office and Agent for Service of Process in Commonwealth

Section 5a - Certificate of Change of Resident Agent or Street Address of Resident Agent; Change of Address of Llc Business Office; Resignation

Section 6 - Powers and Privileges of Limited Liability Company; Information to Be Provided on Certificate of Organization or Application for Registration

Section 7 - Transaction of Business Between Member or Manager and Limited Liability Company

Section 8 - Indemnification of Member or Manager

Section 9 - Records and Documents

Section 10 - Furnishing of Documents and Information to Members and Managers

Section 11 - Reliance on Records and Documents

Section 12 - Certificate of Organization

Section 13 - Amendment of Certificate of Organization

Section 14 - Cancellation of Certificate of Organization

Section 15 - Execution of Certificate by Authorized Person

Section 16 - Failure or Refusal to Execute Certificate

Section 17 - Filing of Certificate With State Secretary

Section 18 - Filing of Certificate as Notice

Section 19 - Restated Certificates of Organization

Section 20 - Admission as Member of Limited Liability Company

Section 21 - Rights, Powers and Duties of Classes or Groups of Members

Section 22 - Debts, Obligations and Liabilities of Limited Liability Company

Section 23 - Designation of Manager

Section 24 - Management of Limited Liability Company

Section 25 - Manager's Membership in Company

Section 26 - Relative Rights, Duties and Powers of Classes or Groups of Managers

Section 27 - Contributions of Members

Section 28 - Members' Obligations to Limited Liability Company

Section 29 - Allocation of Profits and Losses

Section 30 - Distributions of Cash or Other Assets

Section 31 - Entitlement to Distributions

Section 32 - Distribution to Resigning Member

Section 33 - Form of Distribution on Demand; Acceptance of Distribution of Assets

Section 34 - Entitlement to Creditor Remedies

Section 35 - Liability for Distribution in Excess of Terms of Operating Agreement

Section 36 - Resignation of Member

Section 37 - Resignation of Manager

Section 38 - Personal Property

Section 39 - Assignment of Interest

Section 40 - Judgment Against Member Payable With Interest in Limited Liability Company

Section 41 - Membership of Assignee

Section 42 - Death or Incompetence of Member

Section 43 - Dissolution of Limited Liability Company

Section 44 - Court-Decreed Dissolution

Section 45 - Winding Up Affairs of Dissolved Limited Liability Company

Section 46 - Distribution of Assets of Limited Liability Company Following Dissolution

Section 47 - Laws Applicable to Foreign Limited Liability Company

Section 48 - Registration of Foreign Limited Liability Company

Section 49 - Duties of State Secretary With Respect to Foreign Limited Liability Companies

Section 50 - Name of Foreign Limited Liability Company

Section 51 - Resident Agent for Service of Process on Foreign Limited Liability Company

Section 52 - Correction or Amendment of Application for Registration of Foreign Limited Liability Company

Section 53 - Cancellation of Registration of Foreign Limited Liability Company

Section 54 - Failure to Register; Penalty; Service of Process

Section 55 - Suits by or Against Limited Liability Company

Section 56 - Suits on Behalf of Limited Liability Company

Section 57 - Court Orders on Termination of Derivative Suit

Section 58 - Lack of Authority to Sue

Section 59 - Consolidation or Merger

Section 60 - Approval of Consolidation or Merger; Objection; Termination or Amendment

Section 61 - Certificate of Consolidation or Merger

Section 62 - Rights, Privileges, Powers, Property and Debts of Consolidated or Merged Business Entity

Section 63 - Duties and Liabilities of Members and Managers

Section 64 - Reorganization of Limited Liability Company

Section 65 - Liability Insurance

Section 66 - Recordable Instruments Affecting Real Property Binding on Limited Liability Company

Section 67 - Certification of Authority to Act for Limited Liability Company

Section 68 - Good Standing

Section 69 - Conversion of Business Entity to Limited Liability Company

Section 70 - Administrative Dissolution; Notice; Wind Up and Liquidation of Affairs

Section 71 - Application for Reinstatement by Limited Liability Company Subject to Administrative Dissolution or Revocation of Authority to Transact Business

Section 72 - Revocation of Foreign Limited Liability Company's Authority to Transact Business in Commonwealth; Grounds; Notice; Effective Date