Oregon Revised Statutes Chapter 63 § 63.209 — Expulsion of member
Oregon Revised Statutes Chapter 63 ·
Oregon Code § 63.209·Enacted ·Last updated March 01, 2026
Statute Text
Expulsion of member.
(1) A member may be expelled from a limited liability company:
(a) In accordance
with a written provision in the articles of organization or any operating
agreement; or
(b) Except as
otherwise provided in writing in the articles of organization or any operating
agreement, by a court, upon application of any member, if the court determines
that:
(A) The member
has been guilty of wrongful conduct that adversely and materially affects the
business or affairs of the limited liability company; or
(B) The member
has willfully or persistently committed a material breach of the articles of
organization or any operating agreement or otherwise breached a duty owed to
the limited liability company or the other members to the extent that it is not
reasonably practicable to carry on the business or affairs of the limited
liability company with that member.
(2) The power of
a limited liability company to expel a member pursuant to this section does not
limit or adversely affect any right or power of the limited liability company
to recover any damages or to pursue any other remedies provided for in the articles
of organization or any operating agreement or permitted under applicable law or
at equity. The limited liability company, in addition to any of its other
remedies, may offset any such damages against any amounts otherwise
distributable or payable to the expelled member. [1993 c.173 §42; 1995 c.93 §10]
Plain English Explanation
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Key Points
01Part of Oregon statutory law
02Referenced as Oregon Code § 63.209
03Subject to legislative amendments
04Consult a licensed attorney for application to specific cases
Frequently Asked Questions
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