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An LLC or corporation cannot sign a document. A human must sign. However, the law allows a person to sign on behalf of an LLC simply by identifying the person's position in the LLC and a short statement explaining what capacity they are signing in. Return to Piercing the LLC's Corporate Veil page.
State laws generally allow non-member managers the authority to enter contracts on behalf of LCS. When a non-member manager runs an LLC, members generally cede their authority to bind the LLC to lawful contracts.
In some states, designated officers have the authority to sign binding contracts. Members or a manager of an LLC can designate signing the authority to sign to any person (a member or a non-member) they choose. Managers are the only people authorized to enter into contracts on behalf of a manager-managed LLC.
Sign as an authorized representative. Because LCS have no physical form, they must act through their authorized representatives, their members (owners) and managers, for all purposes. This holds true for signing documents. By default, all members have authority to act on behalf of the LLC.
Provided a person has express or implied authority to sign on the company's behalf, they can make contracts on the company's behalf, regardless of whether they are a director or company secretary.
The first step in signing on behalf of a company is making sure to clearly state that your signature is representative of the business. You will sign your name and indicate that the signature represents the business, not your personal capacity to sign.
While legal corporate signatures require both a proper signature block and the requisite authority from the bylaws or a board resolution, in some instances, illegal signatures will bind a corporation to protect the interests of innocent third parties.
Suggested clip LLC Operating Agreement (template + instructions) — YouTubeYouTubeStart of suggested clipEnd of suggested clip LLC Operating Agreement (template + instructions) — YouTube
In some states, an LLC operating agreement is required. Sometimes this is only required if the LLC has more than one member. Even if not required by law, an operating agreement serves three other important purposes: In essence, state law provides a standard operating agreement if you don't create your own.
While many states do not require operating agreements, some, such as Missouri and New York. This information can generally be found on your Secretary of State website. Tip: It is unwise to operate without an operating agreement even though most states do not require a written document.
Step 1 Search for Duplicate Names. Search the name of the LLC in the State business database. Step 2 Complete the 'Articles of Organization' Step 3 Pay Filing Fee. Step 4 Write a Single-Member Operating Agreement. Step 5 Get an EIN (Employer Identification Number)
No state requires you to file your operating agreement with the state, but several states require that you create an operating agreement for your records. For example: California requires LCS to maintain an operating agreement but not to file it, as not all documents can be filed.
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