My question involves business law in the state of California.
The scenario is this:
In a 2 member LLC, (Members A and B), Member B decides in November to leave the company. December 1st is Member B's last day of work (Member B gives Member A less than two weeks notice that they have accepted another position elsewhere).
The two members verbally and in email agree to a buyout amount of $24,000 for member B paid out over the course of a year ($2,000 per month).
Member A gets the company lawyer to draw up the agreement. Member B starts their new job. Member B has little communication during the next couple of weeks save to do a few things like deposit a check to the company account that was sent to them instead of to Member A's address.
During December, Member B takes their first payment of $2,000. This is less than the monthly payout they would have normally taken as a active working partner.
When the agreement is finished being drafted, member A sends it to member B for a signature. Member B has retained council at this point to review the agreement. Council for Member B does not like the agreement (for the primary reason that Member B's council thinks the agreement should be between the two members, but the contract as written as being between the LLC and Member B, which protects Member A in case the company fails) and due to the disagreement the agreement remains unsigned.
1. As Member B has not signed the contract yet, they are still legally a 50% member in the LLC. Are they within their rights to take additional funds from the company (they still have access to a company checkbook and the company cannot create another bank account until Member B is taken off the LLC) on top of the $2,000 payment they are currently taking (Remember, Member B is not working at the company any more and has taken a full time position elsewhere.)