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<section article="gca" article_name="Corporations and Associations" number="4A-403.2" title_number="4A" title_name="Limited Liability Company Act" subtitle_number="4" subtitle_name="Relationship of Members to Each Other">
  <level label="a">
    <level label="1">
      <text>A member may authorize another person to act as proxy for the member as provided in this section.</text>
    </level>
    <level label="2">
      <level label="i">
        <text>A member may sign a writing authorizing another person to act as proxy.</text>
      </level>
      <level label="ii">
        <text>Signing may be accomplished by the member or the member’s authorized agent signing the writing or causing the member’s signature to be affixed to the writing by any reasonable means, including facsimile signature.</text>
      </level>
    </level>
    <level label="3">
      <level label="i">
        <text>Subject to subparagraph (ii) of this paragraph, a member may authorize another person to act as proxy by transmitting, or authorizing  the transmission of, an authorization for the person to act as proxy to:</text>
        <level label="1">
          <text>The person authorized to act as proxy; or</text>
        </level>
        <level label="2">
          <text>Any other person authorized to receive the proxy authorization on behalf of the person authorized to act as the proxy, including a proxy solicitation firm or proxy support service organization.</text>
        </level>
      </level>
      <level label="ii">
        <text>The authorization may be transmitted by a telegram, cablegram, datagram, electronic mail, or any other electronic or telephonic means.</text>
      </level>
    </level>
    <level label="4">
      <text>A copy, facsimile telecommunication, or other reliable reproduction of the writing or transmission authorized under paragraphs (2) and (3) of this subsection may be substituted for the original writing or transmission for any purpose for which the original writing or transmission could be used.</text>
    </level>
  </level>
  <level label="b">
    <level label="1">
      <text>A proxy is revocable by a member at any time without condition or qualification unless:</text>
      <level label="i">
        <text>The proxy states that it is irrevocable; and</text>
      </level>
      <level label="ii">
        <text>The proxy is coupled with an interest.</text>
      </level>
    </level>
    <level label="2">
      <text>A proxy may be made irrevocable for as long as it is coupled with an interest.</text>
    </level>
    <level label="3">
      <text>An interest with which a proxy may be coupled includes an interest in the membership interest to be voted under the proxy or another general interest in the limited liability company or its assets or liabilities.</text>
    </level>
  </level>
</section>
