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Connecticut General Statutes Title 34. Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts § 34-247b. Signing of records delivered to Secretary of the State for filing

Current as of January 01, 2025 | Updated by Findlaw Staff

(a) A record delivered to the Secretary of the State for filing pursuant to sections 34-243 to 34-283d, inclusive, shall be signed as follows:

(1) Except as provided in subdivisions (2) and (3) of this subsection, a record signed on behalf of a limited liability company shall be signed by a person authorized by the company.

(2) A company's initial certificate of organization shall be signed by at least one person acting as an organizer.

(3) A record delivered on behalf of a dissolved company that has no member shall be signed by the person winding up the company's activities and affairs under subsection (c) of section 34-267a or a person appointed under subsection (d) of section 34-267a to wind up the activities and affairs.

(4) Any other record delivered on behalf of a person to the Secretary of the State for filing shall be signed by that person.

(b) Any record filed under sections 34-243 to 34-283d, inclusive, may be signed by an agent. Whenever any provision of sections 34-243 to 34-283d, inclusive, requires a particular individual to sign a record and the individual is deceased or incompetent, the record may be signed by a legal representative of the individual.

(c) A person that signs a record as an agent or legal representative thereby affirms as a fact that the person is authorized to sign the record.

(d) The Secretary of the State is not required to verify either a signature's authenticity or the authority of the person signing to so commit the limited liability company, and the acceptance of a document by the Secretary of the State shall not therefore serve to validate the veracity of the signature or the signatory.

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Cite this article: FindLaw.com - Connecticut General Statutes Title 34. Limited Partnerships, Partnerships, Professional Associations, Limited Liability Companies and Statutory Trusts § 34-247b. Signing of records delivered to Secretary of the State for filing - last updated January 01, 2025 | https://codes.findlaw.com/ct/title-34-limited-partnerships-partnerships-professional-associations-limited-liability-companies-and-statutory-trusts/ct-gen-st-sect-34-247b/

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