(c) Except as provided in the operating agreement, whether or not a limited liability company is managed by the members or by one or more managers, the vote of a majority in interest of the members entitled to vote thereon shall be required to:

1. (1) admit a person as a member and issue such person a membership interest in the limited liability company;
2. (2) approve the incurrence of indebtedness by the limited liability company other than in the ordinary course of its business; or
3. (3) adopt, amend, restate or revoke the articles of organization or operating agreement, subject to the provisions in subdivision (e) of this section, subdivision (b) of section six hundred nine of this chapter and subdivision (b) of section four hundred seventeen of this article.

(d) Except as provided in the operating agreement, whether or not a limited liability company is managed by the members or by one or more managers, the vote of at least a majority in interest of the members entitled to vote thereon shall be required to:

1. (1) approve the dissolution of the limited liability company in accordance with section seven hundred one of this chapter;
2. (2) approve the sale, exchange, lease, mortgage, pledge or other transfer of all or substantially all of the assets of the limited liability company; or
3. (3) approve a merger or consolidation of the limited liability company with or into another limited liability company or foreign limited liability company.