(a) Unless otherwise provided in an operating agreement of the company, the company’s articles of organization, or by this chapter, if the company is not managed by a manager, the consent of more than one-half of all of the members of a limited liability company is required to decide the affairs of the company.
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(b) Unless otherwise provided in an operating agreement of the company or by this chapter, the consent of more than one-half of the number of managers of a limited liability company is required to decide the affairs of the company.(c) Notwithstanding (a) and (b) of this section, and unless otherwise provided in an operating agreement of the company or in the company’s articles of organization, the written consent of all of the members of a limited liability company is required to
(1) amend the articles of organization;(2) amend an operating agreement of the company; or(3) authorize a manager or member to perform an act on behalf of the company that contravenes an operating agreement of the company, including an act that contravenes a provision of the operating agreement that expressly limits the purposes, affairs, or conduct of the affairs of the company.(d)[Repealed, Sec. 4 ch 52 SLA 2007].
