Vermont Statutes
Chapter 25 - Limited Liability Companies
§ 4055. Sharing of profits and losses and right to distributions

§ 4055. Sharing of profits and losses and right to distributions
(a) The profits and losses of a limited liability company shall be allocated among the members or the holders of distributional interests, as the case may be, in proportion to the agreed value, as stated in the limited liability company records required to be kept under this chapter, of the contributions made by each member, taking into account variations in the capital contributions of each member during the period for which such allocations are made.
(b) Any distributions made by a limited liability company before its dissolution and winding up shall be made among the members or the holders of distributional interests, as the case may be, in proportion to the agreed value of the contributions made by each member as of the date of such distribution.
(c)(1) A member has a right to a distribution before the dissolution and winding up of a limited liability company only if the company decides to make an interim distribution.
(2) A person’s dissociation does not entitle the person to a distribution.
(d) A member has no right to receive, and may not be required to accept, a distribution in kind.
(e) If a member or transferee becomes entitled to receive a distribution, the member or transferee has the status of, and is entitled to all remedies available to, a creditor of the limited liability company with respect to the distribution. (Added 2015, No. 17, § 2.)

Structure Vermont Statutes

Vermont Statutes

Title 11 - Corporations, Partnerships and Associations

Chapter 25 - Limited Liability Companies

§ 4001. Definitions

§ 4002. Knowledge and notice

§ 4003. Effect of operating agreement; nonwaivable provisions

§ 4004. Supplemental principles of law

§ 4005. Name

§ 4006. Reserved name

§ 4007. Designated office and agent

§ 4008. Change of designated office or agent for service of process

§ 4009. Resignation of agent for service of process

§ 4010. Service of process

§ 4011. Nature of business and powers; governing law

§ 4012. Fees

§ 4021. Limited liability company as legal entity

§ 4022. Organization

§ 4023. Articles of organization

§ 4024. Amendment or restatement of articles of organization

§ 4025. Signing of documents

§ 4026. Filing in Office of Secretary of State

§ 4027. Correcting filed document

§ 4028. Certificate of existence or authorization

§ 4029. Liability for false statement in filed document

§ 4030. Filing by judicial act

§ 4031. Limited liability company property

§ 4032. When property is limited liability company property

§ 4033. Annual report for Secretary of State

§ 4034. Involuntary termination

§ 4041. No agency power of member as member

§ 4042. Liability of members and managers

§ 4051. Becoming a member

§ 4052. Form of contribution

§ 4053. Member’s liability for contributions

§ 4054. Management of limited liability company

§ 4055. Sharing of profits and losses and right to distributions

§ 4056. Limitations on distributions

§ 4057. Liability for unlawful distributions

§ 4058. Information rights

§ 4059. General standards of member’s and manager’s conduct

§ 4060. Reimbursement, indemnification, and insurance

§ 4071. Member’s distributional interest

§ 4072. Transfer of distributional interest

§ 4073. Rights of transferee

§ 4074. Charging order

§ 4075. Power of estate of deceased member

§ 4081. Events causing member’s dissociation

§ 4082. Member’s power to dissociate; wrongful dissociation

§ 4083. Effect of member’s dissociation

§ 4101. Events causing dissolution and winding up of company business

§ 4102. Limited liability company continues after dissolution

§ 4103. Right to wind up limited liability company’s business

§ 4104. Member’s or manager’s power and liability as agent after dissolution

§ 4105. Articles of termination

§ 4106. Distribution of assets in winding up limited liability company’s business

§ 4107. Known claims against dissolved limited liability company

§ 4108. Other claims against dissolved limited liability company

§ 4109. Enforcement of claims against dissolved limited liability company

§ 4111. Law governing foreign limited liability companies

§ 4112. Application for certificate of authority

§ 4113. Activities not constituting transacting business

§ 4114. Issuance of certificate of authority

§ 4115. Amended certificate of authority

§ 4116. Name of foreign limited liability company

§ 4117. Revocation of certificate of authority

§ 4118. Cancellation of authority

§ 4119. Effect of failure to obtain certificate of authority

§ 4120. Action by Attorney General

§ 4121. Election

§ 4122. Designation of controlling foreign law

§ 4123. Scope of designated foreign law

§ 4124. Jurisdiction

§ 4131. Direct action by member

§ 4132. Derivative action

§ 4133. Proper plaintiff

§ 4134. Pleading

§ 4135. Special litigation committee

§ 4136. Proceeds and expenses

§ 4141. Definitions

§ 4142. Conversion authorized

§ 4143. Plan of conversion

§ 4144. Approval of conversion

§ 4145. Amendment or abandonment of plan of conversion

§ 4146. Statement of conversion; effective date of conversion

§ 4147. Effect of conversion

§ 4148. Merger of entities

§ 4149. Action on plan of merger by constituent limited liability company

§ 4150. Filings required for merger; effective date

§ 4151. Effect of merger

§ 4152. Domestication

§ 4153. Action on plan of domestication by domesticating limited liability company

§ 4154. Filings required for domestication; effective date

§ 4155. Effect of domestication

§ 4156. Restrictions on approval of mergers, conversions, and domestications

§ 4157. Subchapter not exclusive

§ 4161. Election

§ 4162. Requirements

§ 4163. Failure to meet requirements

§ 4171. Definitions

§ 4172. Election

§ 4173. Authority; requirements

§ 4174. Multiple roles of members and managers

§ 4175. Consensus formation algorithms and governance processes

§ 4176. Scope of subchapter; other law