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This entry was published on 2014-09-22
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Notice of meetings of members
Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 4
§ 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

(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