reglab/housing_qa huggingface dataset:
NY LLC L § 302 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 3 - Service of Process 302 - Registered Agent for Service of Process.

§ 302. Registered agent for service of process. (a) In addition to the designation  of  the secretary of state, each domestic limited liability company or authorized foreign limited liability company may designate  a registered agent upon whom process against the limited liability company may be served.  (b) The agent must be either:  (1) a natural person who is a resident of this state or has a business address in this state;  (2)  a  domestic  limited  liability  company or an authorized foreign limited liability company; or  (3) a domestic corporation or a foreign corporation authorized  to  do business in this state.  (d)  The registered agent of a limited liability company may resign as such agent. The registered agent  shall  file  a  certificate  with  the department  of  state entitled "Certificate of resignation of registered agent of... (name of limited liability company) under subdivision (d) of section three hundred two of the  Limited  Liability  Company  Law"  and executed by such registered agent. Such certificate shall set forth:  (1)  the  name  of  the  limited liability company, and if it has been changed, the name under which it was formed. With respect to  a  foreign limited  liability  company,  there  shall be set forth its name and, if applicable, the fictitious name the foreign  limited  liability  company has agreed to use in this state pursuant to section eight hundred two of this chapter;  (2) the date the articles of organization or application for authority was filed by the department of state;  (3)  that  he  or  she  resigns  as  registered  agent  of the limited liability company; and  (4) that he or she has sent a copy of the certificate  of  resignation by  registered  mail to the limited liability company at the post office address on file with the department of state specified for  the  mailing of  process  or, if such address is the address of the registered agent, to the office of the limited liability company in  the  jurisdiction  of its formation.  (e)  The designation of a registered agent shall terminate thirty days after the filing with the department of  state  of  the  certificate  of resignation.  A  certificate  designating  a new registered agent may be delivered to the department of state by the  limited  liability  company within the thirty days or thereafter.
NY LLC L § 305 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 3 - Service of Process 305 - Records of Process Served on the Secretary of State.

§  305.  Records  of  process  served on the secretary of state.   The   secretary of state shall keep a record of each process served  upon  the   secretary  of  state  under  this  chapter,  including  the date of such   service and the action of the secretary of state with reference thereto.
NY LLC L § 401 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 401 - Management of the Limited Liability Company by Members.

§  401.  Management  of  the limited liability company by members. (a) Unless the articles of  organization  provides  for  management  of  the limited liability company by a manager or managers or a class or classes of managers, management of the limited liability company shall be vested in  its  members  who  shall  manage  the  limited  liability company in accordance with this chapter, subject to any provisions in the  articles of  organization  or  the  operating  agreement and section four hundred eighteen of this article granting or withholding the  management  powers or responsibilities of one or more members or classes of members.  (b)  If  management  of  a  limited liability company is vested in its members, then (i) any such member exercising such management  powers  or responsibilities  shall  be  deemed  to  be  a  manager  for purposes of applying the provisions of this chapter, unless  the  context  otherwise requires,  and  (ii) any such member shall have and be subject to all of the duties and liabilities of a manager provided in this chapter.
NY LLC L § 403 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 403 - Meetings of Members.

§  403.  Meetings  of  members.  Except  as  provided in the operating   agreement, a limited liability company shall hold  meetings  of  members   annually.  Meetings  of members may be held at a place, either within or   outside this state, as may  be  fixed  by  or  in  accordance  with  the   operating  agreement,  or  if not so fixed, at the office of the limited   liability company.  Except  as  provided  in  the  operating  agreement,   members  of  a limited liability company may participate in a meeting by   means of conference telephone or  similar  communications  equipment  by   means  of  which  all persons participating in the meeting can hear each   other.  Such participation shall constitute presence in  person  at  the   meeting.
NY LLC L § 404 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 404 - Quorum of Members.

§  404.  Quorum  of  members.  (a) Except as provided in the operating agreement, a majority in interest of the members entitled to vote  shall constitute  a  quorum at a meeting of members for the transaction of any business, provided that when a specified item of business is required to be voted on by a class of members voting  as  a  class,  a  majority  in interest  of the members of such class shall constitute a quorum for the transaction of such specified item of business.  (b) The operating agreement may provide for  a  greater  quorum  or  a lesser  quorum,  provided that such lesser quorum shall not be less than one-third in interest of the members entitled to vote.  (c) When a quorum is once present to organize a  meeting,  it  is  not broken by the subsequent withdrawal of any members.  (d) The members present may adjourn the meeting despite the absence of a quorum.
NY LLC L § 405 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 405 - Notice of Meetings of Members.

§  405.  Notice  of meetings of members. (a) Except as provided in the operating agreement, whenever  under  the  provisions  of  this  chapter members  are  required  or  permitted  to  take  any action by vote at a meeting, written notice shall be given stating the place, date and  hour of  the  meeting,  indicating  that  it  is  being  issued  by or at the direction of the person or persons calling the meeting and, in the  case of  a  special  meeting,  stating  the purpose or purposes for which the meeting is called.  (b) Except as provided in the  operating  agreement,  a  copy  of  the notice of any meeting shall be given, personally or by first class mail, not  less  than  ten  or  more  than  sixty  days before the date of the meeting, provided, however, that a copy of such notice may be  given  by third  class  mail  not  less  than twenty-four nor more than sixty days before the date of the meeting, to each member entitled to vote at  such meeting.  If  mailed,  such notice is given when deposited in the United States mail, with postage thereon prepaid, directed to the member at his or her address as it appears in the records  of  the  limited  liability company.  An  affidavit of a manager, if any, or other person giving the notice that the notice required by this section has been given shall, in the absence of fraud, be prima  facie  evidence  of  the  facts  therein stated.  (c)  Except  as provided in the operating agreement, when a meeting is adjourned to another time or place, it shall not be  necessary  to  give any  notice  of the adjourned meeting if the time and place to which the meeting  is  adjourned  are  announced  at  the  meeting  at  which  the adjournment  is  taken, and at the adjourned meeting any business may be transacted that might have been transacted at the original date  of  the meeting.
NY LLC L § 406 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 406 - Waiver of Notice.

§  406.  Waiver  of  notice.  Except  as  provided  in  the  operating   agreement, notice of meeting need not be given to any member who submits   a signed waiver of notice, in person or  by  proxy,  whether  before  or   after  the meeting. The attendance of any member at a meeting, in person   or by proxy, without protesting prior to the conclusion of  the  meeting   the  lack of notice of such meeting, shall constitute a waiver of notice   by him or her.
NY LLC L § 407 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 407 - Action by Members Without a Meeting.

§  407.  Action  by members without a meeting. (a) Whenever under this chapter members of a limited liability company are required or permitted to take any  action  by  vote,  except  as  provided  in  the  operating agreement,  such  action  may  be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing,  setting forth  the  action  so taken shall be signed by the members who hold the voting interests having not less than the minimum number of  votes  that would  be  necessary  to  authorize  or take such action at a meeting at which all of the members entitled to vote therein were present and voted and shall be delivered to the office of the limited  liability  company, its  principal  place of business or a manager, employee or agent of the limited liability company having custody of the records of  the  limited liability  company. Delivery made to the office of the limited liability company shall be by hand or by  certified  or  registered  mail,  return receipt requested.  (b)  Every  written  consent  shall bear the date of signature of each member who signs the consent, and, except as provided in  the  operating agreement,  no  written  consent  shall  be effective to take the action referred to therein unless, within sixty  days  of  the  earliest  dated consent  delivered in the manner required by this section to the limited liability company, written consents signed by  a  sufficient  number  of members  to  take  the action are delivered to the office of the limited liability company,  its  principal  place  of  business  or  a  manager, employee or agent of the limited liability company having custody of the records  of the limited liability company. Delivery made to such office, principal place of business or manager, employee or agent  shall  be  by hand or by certified or registered mail, return receipt requested.  (c)  Prompt  notice  of  the taking of the action without a meeting by less than unanimous written consent shall be given to those members  who have  not  consented in writing but who would have been entitled to vote thereon had such action been taken at a meeting. In the event  that  the action that is consented to is such as would have required the filing of articles  or  a  certificate under any other section of this chapter, if such action had been voted on by members  at  a  meeting  thereof,  such articles  or  certificate filed under such other section shall state, in lieu of any statement required by such section concerning  any  vote  of members,  that  written  consent  has been given in accordance with this section and that written notice has  been  given  as  provided  in  this section.
NY LLC L § 408 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 408 - Management by Managers.

§  408.  Management  by  managers. (a) If the articles of organization provides that the management of the limited liability company  shall  be vested  in  a  manager or managers or class or classes of managers, then the management of the limited liability company shall be vested  in  one or more managers or classes of managers in accordance with this chapter, subject  to  any  provisions  in  the  articles  of  organization or the operating agreement and section four hundred nineteen  of  this  article granting or withholding the management powers or responsibilities of one or  more managers or class or classes of managers.  A manager shall hold such offices and have such responsibilities accorded to him  or  her  by the members as provided in the operating agreement.  (b)  Except  as  provided in the operating agreement and in accordance with section four hundred nineteen of this article, the  managers  shall manage  the  limited  liability  company  by  the  affirmative vote of a majority of the managers.  (c) Except as provided in the operating agreement, any action required or permitted to be taken by a  vote  of  the  managers  or  a  class  of managers  may  be  taken without a vote if all of the managers or all of the managers in such class, as the  case  may  be,  consent  thereto  in writing,  and  the  writing  is  filed  with  the records of the limited liability company.  (d) Except as otherwise provided in the operating agreement,  managers of  a limited liability company may participate in a meeting by means of conference telephone or similar communications  equipment  by  means  of which all persons participating in the meeting can hear each other. Such participation shall constitute presence in person at the meeting.
NY LLC L § 409 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 409 - Duties of Managers.

§  409.  Duties  of  managers.  (a) A manager shall perform his or her duties as a manager, including his or her duties  as  a  member  of  any class  of  managers,  in good faith and with that degree of care that an ordinarily prudent person in a like position  would  use  under  similar circumstances.  (b)  In  performing  his or her duties, a manager shall be entitled to rely  on  information,  opinions,  reports  or   statements,   including financial  statements and other financial data, in each case prepared or presented by:  (1) one or more agents or employees of the limited liability company;  (2) counsel, public accountants or other persons as  to  matters  that the  manager  believes to be within such person's professional or expert competence; or  (3) a class of managers of which he or  she  is  not  a  member,  duly designated  in  accordance  with  the operating agreement of the limited liability company, as to matters within its designated authority,  which class the manager believes to merit confidence, so long as in so relying he  or  she  shall be acting in good faith and with such degree of care, but he or she shall not be considered to be acting in good faith  if  he or  she has knowledge concerning the matter in question that would cause such reliance to be unwarranted.  (c) A person who so performs his or her duties in accordance with this section shall have no liability by reason of  being  or  having  been  a manager of the limited liability company.
NY LLC L § 410 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 410 - Qualification of Managers.

§ 410. Qualification of managers. (a) Unless otherwise provided in the operating  agreement,  a  manager  may, but need not, be a member of the limited liability company.  (b) The operating agreement may prescribe qualifications for managers.
NY LLC L § 412 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 412 - Agency of Members or Managers.

§  412.  Agency  of  members  or  managers. (a) Unless the articles of organization of a limited  liability  company  provide  that  management shall  be  vested  in a manager or managers, every member is an agent of the limited liability company for the purpose of its business,  and  the act  of every member, including the execution in the name of the limited liability company of any instrument, for apparently carrying on  in  the usual  way  the  business  of  the  limited liability company, binds the limited liability company, unless (i) the member so acting has  in  fact no  authority to act for the limited liability company in the particular matter and (ii) the person with whom he or she is dealing has  knowledge of the fact that the member has no such authority.  (b)  If  the  articles  of organization of a limited liability company provide that management shall be vested in one or more managers:  (1) no member, solely by reason of being a member, is an agent of  the limited  liability company for the purpose of its business except to the extent that authority has been delegated to such member by  the  manager or managers or by the provisions of the operating agreement; and  (2) every manager is an agent of the limited liability company for the purpose  of  its  business,  and the act of every manager, including the execution  in  the  name  of  the  limited  liability  company  of   any instrument,  for apparently carrying on in the usual way the business of the limited liability  company  binds  the  limited  liability  company, unless  (A)  the  manager acting has in fact no authority to act for the limited liability company in the particular matter and  (B)  the  person with  whom  he  or  she  is  dealing  has knowledge of the fact that the manager has no such authority.  (c) An act of a member or manager  that  is  not  apparently  for  the carrying  on  of  the  business  of the limited liability company in the usual way does not bind the limited liability company unless  authorized in fact by the limited liability company in the particular matter.  (d)  No act of a member, manager or other agent of a limited liability company in contravention of a restriction on authority  shall  bind  the limited   liability   company   to   persons  having  knowledge  of  the restriction.
NY LLC L § 413 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 413 - Election and Term of Managers.

§  413.  Election  and term of managers. (a) Except as provided in the operating agreement, if  the  articles  of  organization  provides  that management  shall  be  vested in one or more managers, the members shall vote in accordance with section four hundred  two  of  this  article  to designate  or  elect  annually  the  manager  or managers of the limited liability company.  (b) Each manager shall hold the office and have the terms  (which  may be unlimited) and responsibilities accorded to him or her by the members and  set  out  in the operating agreement until his or her successor has been elected and qualified or until his or her  earlier  resignation  or removal.  (c)  Except  as  provided  in  the  operating  agreement,  the initial managers shall hold office until the first annual meeting of members and until their successors have been elected and qualified.  (d) The number of managers may be increased or decreased by  amendment to and in the manner provided in the operating agreement.
NY LLC L § 414 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 414 - Removal or Replacement of Managers.

§  414.  Removal or replacement of managers. Except as provided in the   operating agreement, any or all managers of a limited liability  company   may be removed or replaced with or without cause by a vote of a majority   in interest of the members entitled to vote thereon.
NY LLC L § 415 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 415 - Resignation of Managers.

§  415.  Resignation  of managers. Except as provided in the operating   agreement, a manager may resign at any time by giving written notice  to   the   limited   liability   company;  provided,  however,  that  if  the   resignation violates any provision contained in the operating  agreement   or  the  provision  of any contractual agreement between the manager and   the limited liability company, the limited liability company may recover   from such manager damages for such breach as provided by such  operating   agreement  or contract or by law. The election of a manager shall not of   itself create contract rights.
NY LLC L § 416 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 416 - Vacancies.

§  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.
NY LLC L § 418 (2021)
2021 New York Laws LLC - Limited Liability Company Law Article 4 - Management by Members or Managers 418 - Classes and Voting of Members.

§ 418. Classes and voting of members. (a) The articles of organization of  a  limited  liability  company  may provide for classes or groups of members having such relative rights, powers, preferences and limitations as the  operating  agreement  of  such  limited  liability  company  may provide.  The articles of organization may make provision for the future creation,  in  the  manner  provided  in  the  operating  agreement,  of additional  classes  of  members  having  such  relative rights, powers, preferences and limitations as may from  time  to  time  be  established pursuant   to   the   operating  agreement,  including  rights,  powers, preferences, limitations  and  duties  senior  to  existing  classes  of members.    The operating agreement may grant to or withhold from all or one or more classes of members the right to vote upon any matter on  the basis  of capital contributions, capital commitments or capital accounts or on a per capita, class or other basis.  (b) The operating agreement  may  set  forth  provisions  relating  to notice  of the time, place or purpose of any meeting at which any matter is to be voted on by any members, waiver of any such notice,  action  by consent  without  a  meeting, the establishment of a record date, quorum requirements, voting in person or by proxy  or  any  other  matter  with respect to the exercise of any such right to vote.