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New York · Through 2026-09-11

N.Y. Limited Liability Company Law § 404: Quorum of members

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Where this section sits in the code
  1. Limited Liability Company Law
  2. Article 4. Management By Members or Managers

§ 404. Quorum of members. (a) Except as provided in the operating

agreement, a majority in interest of the members entitled to vote shall

constitute a quorum at a meeting of members for the transaction of any

business, provided that when a specified item of business is required to

be voted on by a class of members voting as a class, a majority in

interest of the members of such class shall constitute a quorum for the

transaction of such specified item of business.

(b) The operating agreement may provide for a greater quorum or a

lesser quorum, provided that such lesser quorum shall not be less than

one-third in interest of the members entitled to vote.

(c) When a quorum is once present to organize a meeting, it is not

broken by the subsequent withdrawal of any members.

(d) The members present may adjourn the meeting despite the absence of

a quorum.

Collected 2026-09-14T19:32:45Z. Source file · JSON

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