Wis. Stat. » CHAPTER 183 — UNIFORM LIMITED LIABILITY COMPANY LAW
Wisconsin Statutes

Wis. Stat. § 183.0401 (2026)

Becoming member

✓ laws through the 2025-26 session (checked Sept. 2026)
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183.0401183.0401 Becoming member.
183.0401(1)(1) If a limited liability company is to have only one member upon formation, the person becomes a member as agreed by that person and the organizer of the company. That person and the organizer may be, but need not be, different persons. If different, the organizer acts on behalf of the initial member.
183.0401(2)(2) If a limited liability company is to have more than one member upon formation, those persons become members as agreed by the persons before the formation of the company. The organizer acts on behalf of the persons in forming the company and may be, but need not be, one of the persons.
183.0401(3)(3) A person becomes an initial member of a limited liability company with the consent of a majority of the organizers. The organizers may consent to more than one person simultaneously becoming the company’s initial members.
183.0401(4)(4) After formation of a limited liability company, a person becomes a member in any of the following ways:
183.0401(4)(a)(a) As provided in the operating agreement.
183.0401(4)(b)(b) As the result of a transaction effective under subch. X.
183.0401(4)(c)(c) With the affirmative vote or consent of all the members.
183.0401(4)(d)(d) As provided in s. 183.0701 (1) (c).
183.0401(4)(e)(e) As provided in s. 183.0503 (6) (c).
183.0401(5)(5) A person may become a member without doing any of the following:
183.0401(5)(a)(a) Acquiring a transferable interest.
183.0401(5)(b)(b) Making or being obligated to make a contribution to the limited liability company.
183.0401 HistoryHistory: 2021 a. 258.
Notes of Decisions
Cited in 8 cases (3 in the last 5 years), 2004–2025 · leading case: Louis Pagoudis v. Marcus Keidl, 2023 WI 27, 988 N.W.2d 606.
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Louis Pagoudis v. Marcus Keidl, 2023 WI 27, 988 N.W.2d 606. · cites it 2× “Wis. Stat. § 183.0401 (1). Since Pagoudis has not alleged otherwise, and because he has at times claimed to be acting on behalf of Sead LLC, we assume that the default rule applies and Sead LLC is a member-managed LLC.”
Daniel Marx v. Richard L. Morris, 2019 WI 34, 925 N.W.2d 112. · cites it 2× “Wis. Stat. § 183.0401 (1) ; LLCs and LLPs: A Wisconsin Handbook , supra , at § 4.”
Gottsacker v. Monnier, 2004 WI App 25, 676 N.W.2d 533. · cites it 2× “Wis. Stat. §§ 183.0401 , 183.0404. *673 ¶ 12.”
Sanitary Dist. No. 4-Town of Brookfield v. City of Brookfield, 2009 WI App 47, 767 N.W.2d 316. “Instead, it makes its argument based on § 183.0401(1), which contains a provision placing management of the LLC with the members "subject to any provision in an operating agreement or this chapter restricting or enlarging the management rights and duties of any member or group…”
Brown v. Mr Grp., LLC, 2005 WI App 24, 693 N.W.2d 138. · cites it 3× “None of these facts indicate that MR Group designated Raush as a manager in accordance with Wis. Stat. § 183.0401 . This section makes clear that designation occurs either in the limited liability company's operating agreement or by a vote of the members.”
Daniel Marx v. Richard L. Morris, No. 2017AP000146 (Wis. Apr. 2, 2019). “§ 183.0401 (1); LLCs and LLPs: A Wisconsin Handbook, supra, at § 4.”
Kevin L. Mathison v. Wayne R. Kulhanek, 958 N.W.2d 164 (Wis. Ct. App. 2021). “§ 183.0401 provides that the manager of an LLC is responsible for “management of the business or affairs of the limited liability company.”
Williams v. Cnty. of Washington, No. 2:23-cv-01668 (E.D. Wis. July 30, 2025). “§ 183.0401(5) (“A person can become a member [of an LLC] without .”
Wis. Stat. § 183.0401(1): 1 case
Sanitary Dist. No. 4-Town of Brookfield v. City of Brookfield, 2009 WI App 47, 767 N.W.2d 316. “Instead, it makes its argument based on § 183.0401(1), which contains a provision placing management of the LLC with the members "subject to any provision in an operating agreement or this chapter restricting or enlarging the management rights and duties of any member or group…”
Wis. Stat. § 183.0401(2): 1 case
Brown v. Mr Grp., LLC, 2005 WI App 24, 693 N.W.2d 138. “None of these facts indicate that MR Group designated Raush as a manager in accordance with Wis. Stat. § 183.0401 . This section makes clear that designation occurs either in the limited liability company's operating agreement or by a vote of the members.”
Wis. Stat. § 183.0401(5): 1 case
Williams v. Cnty. of Washington, No. 2:23-cv-01668 (E.D. Wis. July 30, 2025). “§ 183.0401(5) (“A person can become a member [of an LLC] without .”
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