§ 7-16-20. Agency power of managers. (a) Every manager is an agent of the limited-liability company for the purpose of its business and affairs, and the act of every manager, including the execution in the limited-liability company's name of any instrument for apparently carrying on in the usual way the business and affairs of the limited-liability company that the manager manages, binds the limited-liability company unless:
(1) The act is in contravention of the articles of organization or this chapter, or
(2) The manager acting otherwise lacks the authority to act for the limited-liability company and the person with whom the manager is dealing has knowledge of the fact that the manager has no authority.
(b) Unless otherwise provided in the articles of organization, members of a limited-liability company whose business and affairs is managed by or under the authority of one (1) or more managers pursuant to § 7-16-15 are not agents of the limited-liability company and have no authority to bind the limited-liability company unless they are also managers.
History of Section. (P.L. 1992, ch. 280, § 1; P.L. 1997, ch. 188, § 5.)
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