Internal prototype — noindexed, not linked from public navigation yet.

N.Y. LLC Law § 404

This is the official text of N.Y. LLC Law § 404, part of New York’s LLC Law — part of the compiled statutory law of New York, published by the state as "LLC Law." Browse the sections below, each linked to its official government source.

Not legal advice. This page reproduces the official text of a government statute for reference only. Laws change, and how a statute applies depends on your specific facts. For advice about your situation, consult a licensed attorney in your state.

Quorum of members

Official statutory text

§ 404. Quorum of members. (a) Except as provided in the operating\nagreement, a majority in interest of the members entitled to vote shall\nconstitute a quorum at a meeting of members for the transaction of any\nbusiness, provided that when a specified item of business is required to\nbe voted on by a class of members voting as a class, a majority in\ninterest of the members of such class shall constitute a quorum for the\ntransaction of such specified item of business.\n (b) The operating agreement may provide for a greater quorum or a\nlesser quorum, provided that such lesser quorum shall not be less than\none-third in interest of the members entitled to vote.\n (c) When a quorum is once present to organize a meeting, it is not\nbroken by the subsequent withdrawal of any members.\n (d) The members present may adjourn the meeting despite the absence of\na quorum.\n

Status: in_force · Read it on the official government site

Need a lawyer in New York?

Find a New York lawyer
About this page: Statute text is reproduced from official government publishers via the Open US Law dataset (Vaquill AI, snapshot v2026.08, CC BY 4.0). Primary legislative text like this is public domain under the government-edicts doctrine (Georgia v. Public.Resource.Org, 2020). We link every section back to its official source so you can verify it independently.