§ 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.