Expulsion of a member

(1) A member may be expelled from membership in the limited liability company by vote of the other members if, (a) the member materially breaches an operating agreement and fails to cure the breach within 56 a reasonable time after receiving notice of the breach (if cure is possible); (b) the member is convicted of a crime for which the penalty on conviction is at least two years’ imprisonment; (c) the member engages in fraudulent or illegal actions in relation to the business or internal affairs of the limited liability company; or (d) the member defaults in performance or fails to comply with any agreements, obligations or undertakings of a member as set forth in the operating agreement. (2) Immediately upon expulsion, an expelled member ceases to be a member and shall cease to have any right, duty or liability as a member and, (a) in a dissolution, a member whose interest has been terminated shall be entitled to the return of his capital account in the limited liability company, only after all the other members have received a full distribution of the amount in their capital accounts; (b) upon termination, the member’s interests in the profits and losses of the limited liability company shall (along with the affiliated voting rights and rights to distributions) be automatically reallocated to the non- defaulting members in proportion to the balance of their capital accounts on the date (c) the member’s duty to maintain the confidentiality of Confidential Information as defined in section 62(6) of this Act, shall not abate. (3) A member may be expelled from membership in the limited liability company by the affirmative vote of a majority in interest of the members as provided in section 64. The requirements for a quorum and a majority of the members with respect to such a vote shall be calculated by disregarding the majority interest of the member who may be expelled. Right of pre- emption of the