N.Y. Limited Liability Company Law Section 213
Authorization of amendment of articles of organization


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.


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:


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


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


to correct any error in the articles of organization pursuant to § 212 (Certificate of correction)section two hundred twelve of this article.

Source: Section 213 — Authorization of amendment of articles of organization, https://www.­nysenate.­gov/legislation/laws/LLC/213 (updated Sep. 22, 2014; accessed Nov. 25, 2023).

Nov. 25, 2023

Last modified:
Sep. 22, 2014

§ 213’s source at nysenate​.gov

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