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.
Oregon 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
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FAQ
Unless the articles of incorporation or bylaws provide otherwise, action required or permitted by this chapter to be taken at a board of directors' meeting may be taken without a meeting if the action is taken by all members of the board.
In the state of Oregon, you aren't allowed to record oral communication without the consent of all parties involved. However, this law doesn't apply when a visible recording device is being used to capture audio in the following situations: 1.
The Oregon Limited Liability Company Act allows companies to enjoy the taxation that partnerships do as well as the personal liability that corporations enjoy.
Under the federal Wiretap Act, it is illegal for any person to secretly record an oral, telephonic, or electronic communication that other parties to the communication reasonably expect to be private.
Oregon is considered both a One-Party and an All-Party Consent State, in that, at least one person or all persons (depending on the presiding law) involved in the recorded communication must give permission.
This means that everyone involved in a conversation must agree to be recorded or be informed that the call is being recorded. Those states are California, Connecticut, Delaware, Florida, Illinois, Maryland, Massachusetts, Michigan, Montana, Nevada, New Hampshire, Pennsylvania, and Washington.
Section 63.130 - Rights of members and managers; matters requiring consent of all or majority of members (1) In a member-managed limited liability company, unless otherwise provided in the articles of organization or any operating agreement: (a) Each member has equal rights in the management and conduct of the limited ...
The court ruled that Oregon's recording law was an unconstitutional violation of the First Amendment right to free speech. Oregon's law was an outlier while in effect. Only four other states have similar laws still on the books (Alaska, Kentucky, Massachusetts, and Montana).