PA LLC Operating Agreement Estate Provisions

Pennsylvania's Uniform LLC Act default rules treat a deceased member's heirs as assignees only — without voting rights. A well-drafted operating agreement fixes this.

Member vs. assignee

By default, an heir is an assignee with only economic rights. The operating agreement can specify automatic admission as a member, or require co-owner approval.

Trust transfers

Authorize transfers to revocable trusts of an owner without triggering a buy-sell or right of first refusal.

Incapacity

Define what 'incapacity' means and how it triggers buyout rights or proxy voting.

Valuation

Cross-reference the buy-sell formula or appraisal process.