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5(1) The limited liability company knows or has notice of the person's express
6will to withdraw as a member, but, if the person has specified a withdrawal date later
7than the date the company knew or had notice, on that later date.
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8(2) An event stated in the operating agreement as causing the person's
9dissociation occurs.
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10(3) The person's entire interest is transferred in a foreclosure sale under s.
11183.0503 (6).
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12(4) The person is expelled as a member pursuant to the operating agreement.
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13(5) The person is expelled as a member by the affirmative vote or consent of all
14the other members if any of the following applies:
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(a) It is unlawful to carry on the limited liability company's activities and
16affairs with the person as a member.
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(b) There has been a transfer of all the person's transferable interest in the
18company, other than a transfer for security purposes or the entry of a charging order
19that is in effect under s. 183.0503 and that has not been foreclosed.
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(c) The person is an entity and all of the following apply:
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1. The company notifies the person that it will be expelled as a member because
22the person has filed a statement of dissolution or the equivalent, the person has been
23administratively dissolved, the person's charter or the equivalent has been revoked,
24or the person's right to conduct business has been suspended by the jurisdiction of
25the person's governing law.
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12. The statement of dissolution or the equivalent has not been withdrawn,
2rescinded, or revoked, or the person's charter or the equivalent or right to conduct
3business has not been reinstated, within 90 days after the notification under subd.
41.
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(d) The person is an unincorporated entity that has been dissolved and whose
6activities and affairs are being wound up.
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7(6) On application by the limited liability company or a member in a direct
8action under s. 183.0801, the person is expelled as a member by judicial order
9because any of the following applies:
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(a) The person has engaged, or is engaging, in wrongful conduct that has
11adversely and materially affected, or will adversely and materially affect, the
12company's activities and affairs.
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(b) The person has willfully or persistently committed, or is willfully or
14persistently committing, a material breach of the operating agreement or the
15person's duties or obligations under s. 183.0409.
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16(7) In the case of an individual, any of the following applies:
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(a) The individual dies.
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(b) In a member-managed limited liability company, any of the following
19applies:
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1. A guardian or general conservator for the individual is appointed.
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2. A court orders that the individual has otherwise become incapable of
22performing the individual's duties as a member under this chapter or the operating
23agreement.
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24(8) In a member-managed limited liability company, any of the following
25applies:
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1(a) The person becomes a debtor in bankruptcy.
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(b) The person signs an assignment for the benefit of creditors.
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(c) The person seeks, consents to, or acquiesces in the appointment of a trustee,
4receiver, or liquidator of the person or of all or substantially all the person's property.
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5(9) In the case of a person that is a testamentary or living trust or is acting as
6a member by virtue of being a trustee of such a trust, the trust's entire transferable
7interest in the limited liability company is distributed.
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8(10) In the case of a person that is an estate or is acting as a member by virtue
9of being a personal representative of an estate, the estate's entire transferable
10interest in the limited liability company is distributed.
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11(11) In the case of a person that is not an individual, the existence of the person
12terminates.
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13(16) The limited liability company dissolves and completes winding up.
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14183.0603 Effect of dissociation. (1) If a person is dissociated as a member,
15all of the following apply:
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(a) The person's right to participate as a member in the management and
17conduct of the limited liability company's activities and affairs terminates.