§ 213. Authorization of amendment of articles of organization. (a) Except as provided in the operating agreement, an amendment of the articles of organization shall be authorized by at least a majority in interest of the members entitled to vote thereon.

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Terms Used In N.Y. Limited Liability Company Law 213

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.

(b) Notwithstanding subdivision (a) of this section, unless the operating agreement provides otherwise (including, but not limited to, by restricting or enlarging the management powers or responsibilities of one or more managers or classes of managers), if the limited liability company is managed by one or more managers then any of the following amendments may be authorized by a majority of such managers:

(1) to change the name or street address of the registered agent, if any, of the limited liability company in the state;

(2) to change 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; and

(3) to correct any error in the articles of organization pursuant to section two hundred twelve of this article.