Legislation
SECTION 207
Execution of articles or certificates
Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 2
§ 207. Execution of articles or certificates. (a) Each article or
certificate required by this chapter to be filed with the department of
state shall be executed in the following manner:
(1) the initial articles of organization must be signed by an
organizer or organizers of the limited liability company;
(2) a certificate of amendment must be signed by at least one member,
manager or authorized person of the limited liability company;
(3) restated articles of organization or amended and restated articles
of organization must be signed by at least one member, manager or
authorized person of the limited liability company;
(4) a certificate of correction must be signed by at least one member,
manager or authorized person of the limited liability company;
(5) a certificate of cancellation must be signed by at least one
member, manager or authorized person of the limited liability company;
and
(6) all other certificates must be signed by at least one member,
manager or authorized person of the limited liability company.
(b) Any person may sign any articles or certificate by an attorney in
fact. Powers of attorney relating to the signing of articles or a
certificate by an attorney in fact need not be filed with the department
of state or provided as evidence of authority by the person filing but
must be retained in the records of the limited liability company.
(c) Each article or certificate must be signed.
(d) Each article or certificate must include the name and capacity of
each signer.
certificate required by this chapter to be filed with the department of
state shall be executed in the following manner:
(1) the initial articles of organization must be signed by an
organizer or organizers of the limited liability company;
(2) a certificate of amendment must be signed by at least one member,
manager or authorized person of the limited liability company;
(3) restated articles of organization or amended and restated articles
of organization must be signed by at least one member, manager or
authorized person of the limited liability company;
(4) a certificate of correction must be signed by at least one member,
manager or authorized person of the limited liability company;
(5) a certificate of cancellation must be signed by at least one
member, manager or authorized person of the limited liability company;
and
(6) all other certificates must be signed by at least one member,
manager or authorized person of the limited liability company.
(b) Any person may sign any articles or certificate by an attorney in
fact. Powers of attorney relating to the signing of articles or a
certificate by an attorney in fact need not be filed with the department
of state or provided as evidence of authority by the person filing but
must be retained in the records of the limited liability company.
(c) Each article or certificate must be signed.
(d) Each article or certificate must include the name and capacity of
each signer.