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Current as of January 01, 2025 | Updated by Findlaw Staff
(1) If the articles of organization provide that management of the limited liability company is vested in one or more managers:
(a) A member is not an agent of the limited liability company and has no authority to bind the limited liability company solely by virtue of being a member; and
(b) Each manager is an agent of the limited liability company for the purposes of its business and an act of a manager, including the execution of an instrument in the name of the limited liability company, for apparently carrying on in the ordinary course the business of the limited liability company or business of the kind carried on by the limited liability company binds the limited liability company, unless the manager had no authority to act for the limited liability company in the particular matter and the person with whom the manager was dealing had notice that the manager lacked authority.
(2) If the articles of organization provide that management of the limited liability company is vested in the members, each member is an agent of the limited liability company for the purposes of its business and an act of a member, including the execution of an instrument in the name of the limited liability company, for apparently carrying on in the ordinary course the business of the limited liability company or business of the kind carried on by the limited liability company binds the limited liability company, unless the member had no authority to act for the limited liability company in the particular matter and the person with whom the member was dealing had notice that the member lacked authority.
Cite this article: FindLaw.com - Colorado Revised Statutes Title 7. Corporations and Associations § 7-80-405. Members and managers as agents of the limited liability company - last updated January 01, 2025 | https://codes.findlaw.com/co/title-7-corporations-and-associations/co-rev-st-sect-7-80-405/
FindLaw Codes may not reflect the most recent version of the law in your jurisdiction. Please verify the status of the code you are researching with the state legislature before relying on it for your legal needs.
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