Title 14, Chapter 11, Section 310
( 14-11-310)
(a) Except as otherwise provided in the articles of organization or
a written operating agreement, if the limited liability company has
more than one manager: (1) Meetings of managers may be called by any manager; (2) At least two days' notice of any meeting of managers shall be
given by any manager calling the meeting; (3) Managers may participate in any meeting by, or conduct the
meeting through the use of, any means of communication by which
all members participating may simultaneously hear each other
during the meeting. A manager participating in a meeting by this
means is deemed to be present in person at the meeting; (4) A majority in number of managers shall constitute a quorum for
a meeting of managers; and (5) The act of a majority of managers at a meeting of managers at
which a quorum is present shall be required for managers to take
action on any matter where a vote of managers is required. (b) Unless otherwise provided in the articles of organization or a
written operating agreement: (1) Meetings of members may be called by at least 25 percent of
the members; (2) At least two days' notice of all meetings of members shall be
given by the members authorized to call meetings; (3) Members may participate in any meeting by, or conduct the
meeting through the use of, any means of communication by which
all members participating may simultaneously hear each other
during the meeting. A member participating in a meeting by this
means is deemed to be present in person at the meeting; (4) A majority of the members shall constitute a quorum for a
meeting of members; and (5) Except as otherwise provided in this chapter, the act of a
majority of members present at a meeting at which a quorum is
present shall be required to take action on any matter where a
vote of members is required. |