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the New York Consolidated Laws
2025 New York Laws
LLC - Limited Liability Company Law
Article 4 - Management by Members or Managers
404 - Quorum of Members.
Universal Citation:
NY LLC L § 404 (2025)
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This media-neutral citation is based
on the American Association of Law Libraries Universal Citation Guide and is not
necessarily the official citation.
§ 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.
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