N.Y. Limited Liability Company Law Section 416
Vacancies

(a)

Except as provided in the operating agreement, if management of the limited liability company is vested in a group of managers, any vacancies occurring in such group may be filled by the vote of a majority in interest of the members entitled to vote thereon.

(b)

Except as provided in the operating agreement, a manager chosen to fill a vacancy shall serve the unexpired term of his or her predecessor.

(c)

Except as provided in the operating agreement, any manager’s position filled by reason of an increase in the number of managers shall be filled by the vote of a majority in interest of the members entitled to vote thereon.

(d)

Except as provided in the operating agreement, a manager chosen to fill a position resulting from an increase in the number of managers shall hold office until the next annual meeting of members or until a successor has been elected and qualified.

Source: Section 416 — Vacancies, https://www.­nysenate.­gov/legislation/laws/LLC/416 (updated Sep. 22, 2014; accessed Feb. 15, 2025).

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Accessed:
Feb. 15, 2025

Last modified:
Sep. 22, 2014

§ 416’s source at nysenate​.gov

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