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Replacing Member of Pennsylvania LLC with a Non-Member

Asked by: Cindy - 3 November, 2011 In a Pennsylvania LLC, can a sole member(officer), be removed/replaced with another individual (non-member) by a Certificate of Amendment-Domestic DSCB15-8512-8951?
Answered by: Lloyd Johnson - 6 November, 2011 Cindy,

In order to replace a member of an LLC in Pennsylvania with a non??“member you need to amend your LLC from being member-managed to manager-managed (this is done via Amendment or Articles of Organization), and then amend the Operating agreement to reflect those changes.

Keep in mind that typically the names and addresses of members or managers do not appear on the Articles of Organization. You could see and amend the name and address of the Registered Agent. Also the names and addresses of Organizers would appear on the Articles, however once the company is formed those cannot be amended.


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