How do I transfer LLC ownership?
To transfer LLC ownership, execute a membership interest assignment agreement between the current and new member, update the operating agreement to reflect new ownership percentages, and file any required amendments with your state's Secretary of State. Some states require no filing for membership changes; others require an amendment or annual report update.
The transfer process depends on your operating agreement provisions: most agreements require unanimous or majority member consent before any transfer. Steps: (1) Review your operating agreement's transfer restrictions, (2) Obtain required member consent, (3) Determine fair market value of the membership interest, (4) Execute a Membership Interest Purchase Agreement, (5) Update the operating agreement with new member information, (6) File any required state amendments, (7) Update your EIN records with the IRS if the responsible party changes, (8) Notify your bank and registered agent. Tax implications: the selling member may owe capital gains tax on any profit from the sale, and the LLC may need to file Form 8308 if the transfer involves 'hot assets' (unrealized receivables or inventory).