LLC Membership-Interest Transfer and Admission Packet - Kansas
KANSAS LLC MEMBERSHIP-INTEREST TRANSFER AND ADMISSION PACKET
Admission check. An assignment ordinarily transfers economic rights without member status. Before recording the buyer as a member, document the applicable operating-agreement route, member approval, or the narrow voluntary sole-member transfer under K.S.A. 17-76,114(a)(3).
Scope gate. Excludes securities advice, tax opinions or elections, divorce/death orders, pledges and foreclosures, valuation disputes, mergers/conversions, employee-equity plans, professional/regulated eligibility, and contested transfers.
1. TRANSACTION INTAKE
| Item | Information |
|---|---|
| Exact LLC name | [________________________________] |
| State entity/file number | [________________________________] |
| Transferor | [________________________________] |
| Proposed transferee | [________________________________] |
| Interest before transfer | [________________________________] |
| Economic interest transferred | [________________________________] |
| Proposed voting/member interest | [________________________________] |
| Purchase price / consideration | [________________________________] |
| Intended closing date | [__/__/____] |
☐ Articles, operating agreement, amendments, side letters, cap table, certificates, and transfer restrictions collected.
☐ Liens, charging orders, pledges, buy-sell rights, rights of first refusal, and consent rights searched.
2. KANSAS LEGAL SPLIT
Under K.S.A. § 17-76,112, an assignment gives the assignee the assigned economic rights but does not itself confer member or management rights, subject to the operating agreement. Unless the operating agreement changes the default, assigning all of a member's LLC interest ends the assignor's membership. K.S.A. § 17-7690 gives members, rather than assignees solely by assignment, statutory information rights. Under § 17-76,114, admission follows the operating agreement, unanimous member approval, or the statute's narrow voluntary sole-member transfer of all interests to one assignee.
| Right | Assignment alone | Separate admission needed |
|---|---|---|
| Receive assigned distributions | ☐ | ☐ |
| Vote | ☐ | ☐ |
| Manage or bind the LLC | ☐ | ☐ |
| Inspect member-level records | ☐ | ☐ |
| Hold office as manager | ☐ | ☐ |
| Be listed as a member internally | ☐ | ☐ |
☐ Operating-agreement transfer restriction and its enforceability analyzed.
☐ Required company/member consent identified.
☐ No admission right inferred from payment of the purchase price alone.
3. ECONOMIC-INTEREST ASSIGNMENT
For value received, [Transferor] assigns to [Transferee] the following economic or transferable interest, subject to the operating agreement and this packet:
Assigned interest: [____________________________________________________________]
Effective time: [____________________________________________________________]
By this assignment alone, the assignee receives the assigned economic rights but does not acquire voting, management, agency, or member-inspection rights. The operating agreement and any separate company authorization may provide otherwise; review them before using this clause.
Transferor signature: [________________] Date: [__/__/____]
Transferee signature: [________________] Date: [__/__/____]
4. COMPANY AND MEMBER CONSENT
The undersigned approve only the boxes marked below:
☐ Waiver of transfer restriction / right of first refusal.
☐ Recognition of economic-interest assignment.
☐ Admission of transferee as a member effective [__/__/____].
☐ Allocation of voting percentage: [________].
☐ Appointment as manager or officer under separate authority.
☐ Amendment of operating agreement and schedules.
| Approver | Capacity / interest | Approval basis | Signature | Date |
|---|---|---|---|---|
| [Name] | [________] | [________] | [________________] | [__/__/____] |
| [Name] | [________] | [________] | [________________] | [__/__/____] |
5. ADMISSION AND JOINDER
If admission occurs under the documented operating-agreement, member-approval, or statutory sole-member route, [Transferee] accepts admission as a member, agrees to be bound by the operating agreement as amended, and assumes only those obligations validly imposed by the agreement and applicable law.
☐ Complete operating agreement delivered to transferee.
☐ Joinder signed.
☐ Contribution obligation, capital account, tax allocation, and distribution percentage separately documented.
☐ Authority to bind the LLC is ☐ granted by separate resolution ☐ not granted.
Admitted member: [________________] Date: [__/__/____]
6. REPRESENTATIONS AND CLOSING CONDITIONS
Each party must select and customize any representation used; delete unsupported statements.
☐ Transferor owns the assigned interest, subject to disclosed liens: [________].
☐ Required third-party and company consents are attached.
☐ No undisclosed promise of membership, management authority, tax result, valuation, or liquidity is made.
☐ Securities-law and tax review completed by qualified advisers or expressly left outside this packet.
☐ Closing funds, releases, certificates, and escrow instructions reconciled.
7. COMPANY RECORDS AND PUBLIC FILINGS
☐ Member ledger and capitalization schedule updated only to reflect completed steps.
☐ Operating-agreement schedule and admission joinder attached.
☐ Certificates canceled/reissued if the LLC uses certificates.
☐ Bank and signing authority updated by separate resolution.
☐ Current state filing rules and the LLC public record reviewed; any required amendment or report prepared separately.
☐ Foreign registrations reviewed separately.
8. COMPLETION CERTIFICATE
| Layer | Complete | Evidence |
|---|---|---|
| Assignment contract | ☐ | [Document] |
| Consent / restriction waiver | ☐ | [Document] |
| Member admission | ☐ N/A ☐ | [Document] |
| Operating-agreement joinder | ☐ N/A ☐ | [Document] |
| Schedule / ledger update | ☐ | [Document] |
| Public-record update | ☐ N/A ☐ | [Document] |
Authorized company representative: [________________________________]
Signature: [________________________________] Date: [__/__/____]
SOURCES AND REFERENCES
- Kansas Revisor, K.S.A. § 17-76,112
- Kansas Revisor, K.S.A. § 17-76,114
- Kansas Revisor, K.S.A. § 17-7690
Law and filing classifications above are verified as of 2026-11-05 and must be checked again before closing.
About this template
- Last updated
- November 5, 2026
- Citations checked
- November 5, 2026
- Jurisdiction
- Kansas
- Category
- Corporate & Business
Legal authority
- K.S.A. 17-7690
- K.S.A. 17-76,112
- K.S.A. 17-76,114
Corporate documents govern how a company makes decisions, records them, and handles disputes between owners, directors, and officers. Proper corporate paperwork is what lets a business take advantage of limited liability, pass clean audits, and survive an acquisition or investor review. Skipping formalities like written resolutions and signed consents is one of the fastest ways for a business owner to lose personal asset protection.
Not legal advice
This template is provided for informational purposes. We recommend having an attorney review any legal document before signing, especially for high-value or complex matters.
Checked against the law it cites
A reviewer verified this template's legal citations against the official source on November 5, 2026.
K.S.A. 17-7690 (checked November 5, 2026): "Each member of a limited liability company, in person or by attorney or other agent, has the right"
K.S.A. 17-76,112 (checked November 5, 2026): "Unless otherwise provided in an operating agreement: (1) An assignment of a limited liability company interest does not entitle the assignee"
K.S.A. 17-76,114 (checked November 5, 2026): "An assignee of a limited liability company interest becomes a member: (1) As provided in the operating agreement"
Draft your LLC Membership-Interest Transfer and Admission Packet in the editor
Answer a few questions, let the AI editor draft each section from your answers, review it, and download Word and PDF. $99 one time, or $249 per month for every document and every Ezel app.