35-8-401. Management. (1) Unless the articles of organization vest management of the limited liability company in a manager or managers, management of the business or affairs of the limited liability company is vested in the members. Subject to any provisions in the articles of organization, the operating agreement, or this chapter restricting or enlarging the management rights and duties of any person, group, or class of persons, the members may manage the affairs of the limited liability company and make all necessary decisions.
     (2) If the articles of organization vest management of the limited liability company in one or more managers, the managers may manage the business or affairs of the limited liability company as provided in the articles of organization or operating agreement. Unless otherwise provided in the articles of organization or an operating agreement, the managers:
     (a) must be designated, appointed, elected, removed, or replaced by a vote, approval, or consent of more than one-half of the members;
     (b) need not be members of the limited liability company or natural persons; and
     (c) unless they have been earlier removed or have earlier resigned, shall hold office until their successors are elected and qualified.

     History: En. Sec. 24, Ch. 120, L. 1993.