Revaluations of Property. The Gross Asset Values of all Company assets shall be adjusted to their respective gross fair market values (taking Section 7701(g) of the Code into account) as of the following times: (i) the acquisition of an additional interest in the Company by any new or existing Member in exchange for more than a de minimis amount of money or other property; (ii) the distribution by the Company to a Member of more than a de minimis amount of money or other property as consideration for an interest in the Company; (iii) the liquidation of the Company within the meaning of Section 1.704-1(b)(2)(ii)(g) of the Treasury Regulations; and (iv) the issuance by the Company of more than a de minimis interest therein as consideration for the provision of services to or for the benefit of the Company by an existing Member acting in a membership capacity, or by a new Member acting in a membership capacity or in anticipation of becoming a Member, provided, however, that adjustments made at the times described in clauses (i), (ii) and (iv) of this Section 4.06 shall be made only if the Board of Directors reasonably determine that such adjustments are necessary or appropriate to reflect the relative economic interests of the Members. The determination of the Gross Asset Values of all Company assets for purposes of this Section 4.06 shall be made by the Board of Directors.
Appears in 2 contracts
Sources: Limited Liability Company Agreement (Lazare Kaplan International Inc), Limited Liability Company Agreement (Lazare Kaplan International Inc)