2013 New York Consolidated Laws
LLC - Limited Liability Company Law
Article 2 - (201 - 214) FORMATION
211 - Amendment of articles of organization.

 
    §  211. Amendment of articles of organization. (a) A limited liability
  company may amend its articles of organization, from time  to  time,  in
  any  and  as  many  respects  as  may  be  desired  by  (i)  preparing a
  certificate of amendment, entitled  "Certificate  of  amendment  of  the
  articles of organization of... (name of limited liability company) under
  section  two  hundred  eleven  of the Limited Liability Company Law," in
  accordance  with  this  section,  (ii)  executing  such  certificate  of
  amendment  in  accordance with section two hundred seven of this article
  and (iii) filing  such  certificate  of  amendment  in  accordance  with
  section two hundred nine of this article.
    (b) The certificate of amendment may set forth only such provisions as
  might  be  lawfully  contained  in  the initial articles of organization
  filed at the time of making such amendment.
    (c) The certificate of amendment shall set forth:
    (1) the name of the limited liability company  and,  if  it  has  been
  changed, the name under which it was formed;
    (2) the date of filing its initial articles of organization; and
    (3)  each amendment effected thereby, setting forth the subject matter
  of each provision of the articles of organization that is to be  amended
  or  eliminated and the full text of the provision or provisions, if any,
  which are to be substituted or added.
    (d) In particular, but without limiting the general power of amendment
  as stated in subdivision  (b)  of  this  section,  a  limited  liability
  company  shall  amend  its articles of organization no later than ninety
  days after the happening of any of the following events:
    (1) a change in the name of the limited liability company;
    (2) a change in the county within this state in which  the  office  of
  the limited liability company is to be located;
    (3)  a  change  in  the  latest  date,  if  any,  on which the limited
  liability company is to dissolve;
    (4) the continuation of the limited liability  company  under  section
  seven hundred one of this chapter after an event of dissolution;
    (5)  a change in the name or street address of its registered agent in
  the state if such change is made other than pursuant  to  section  three
  hundred two of this chapter;
    (6)  a  change  in  the  post office address to which the secretary of
  state shall mail a copy of any process  against  the  limited  liability
  company  served  upon  him  or  her  if  such  change is made other than
  pursuant to section three hundred one of this chapter;
    (7) a change in whether the limited liability company is to be managed
  by one or more members of a class or classes of members  or  by  one  or
  more managers or a class or classes of managers;
    (8) the discovery of a materially false or inaccurate statement in the
  articles of organization; and
    (9)  the  decision  to  change  any other statement in the articles of
  organization.
    (e) Unless otherwise  provided  in  this  chapter,  a  certificate  of
  amendment  shall  be  effective  at  the  time  of  its  filing with the
  department of state.