Oregon Statutes 63.434 – Amendment to articles of organization
(1) Consistent with the provisions of this chapter, a limited liability company may amend its articles of organization at any time to add, change or delete any provision, provided that the articles of organization as amended contain only such provisions as are required or permitted in initial articles of organization under this chapter as of the effective date of the amendment.
Terms Used In Oregon Statutes 63.434
- 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.
- Articles of organization: means the document described in ORS § 63. See Oregon Statutes 63.001
- Member: means a person with both an ownership interest in a limited liability company and all the rights and obligations of a member specified under this chapter. See Oregon Statutes 63.001
- Operating agreement: means any valid agreement, written or oral, of the member or members as to the affairs of a limited liability company and the conduct of the limited liability company's business. See Oregon Statutes 63.001
(2) A limited liability company amending its articles of organization shall deliver articles of amendment to the office for filing.
(3) Articles of amendment shall contain:
(a) The name of the limited liability company;
(b) The text of each amendment adopted;
(c) The date of each amendment’s adoption;
(d) If an amendment was adopted by the managers without member action, a statement to that effect and a statement that member action was not required; and
(e) If an amendment was approved by the members, a statement that the member approval required under ORS § 63.444, the articles of organization or any operating agreement has been obtained and a statement of the percentage of such members’ approval. [1993 c.173 § 71]
