Section 404(d) of the Uniform Limited Liability Company Act provides:
Action requiring the consent of members or managers under this Act may be taken without a meeting.
Kentucky Unanimous Consent to Action By the Members of a Limited Liability Company, in Lieu of a Meeting, Ratifying Past Actions of Managing Member and/or Members In the state of Kentucky, limited liability companies (LCS) have the option to utilize the Unanimous Consent to Action in lieu of a formal meeting, allowing members to ratify past actions. This process helps streamline decision-making and eliminate the need for gathering all members physically or virtually. The Unanimous Consent to Action serves as a legal document that confirms the collective agreement of all LLC members regarding specific resolutions or past actions, offering a convenient alternative to conducting time-consuming meetings. It allows for efficient consent and approval of decisions made by the managing member or members, ensuring compliance with the LLC's operating agreement and Kentucky state laws. By utilizing the Unanimous Consent to Action, members can ratify various past actions, including but not limited to: 1. Appointment of a managing member: This action verifies the appointment of a specific member to act as the manager of the LLC. It establishes their authority to make decisions on behalf of the company. 2. Approval of major business transactions: Members can use this unanimous consent to approve significant business deals, investments, property acquisitions, or any other actions that require the consent of all members. 3. Amendments to the operating agreement: If changes need to be made to the LLC's operating agreement, members can ratify those amendments using the unanimous consent. This ensures that all members are informed and in agreement with the proposed modifications. 4. Adoption of specific policies or procedures: There may be instances where the LLC needs to adopt specific policies or procedures to govern its operations. The unanimous consent can be used to ratify and adopt such policies, ensuring adherence and consistency within the company. 5. Any other actions requiring unanimous consent: The unanimous consent can be utilized to validate past actions by the managing member or members, as long as all members are in agreement. By utilizing the Unanimous Consent to Action, Kentucky LCS can avoid the time and effort associated with holding formal meetings for every decision. It allows for the efficient ratification of past actions and ensures all members are in alignment, giving the necessary consent to move forward. Please note that while this content provides an overview of the Unanimous Consent to Action in Kentucky, it is important to consult with a legal professional for specific guidance tailored to your unique circumstances.
