TITLE 30

CORPORATIONS

CHAPTER 25

LIMITED LIABILITY COMPANIES

PART 2

FORMATION — CERTIFICATE OF ORGANIZATION AND OTHER FILINGS

30-25-203.  SIGNING OF RECORDS TO BE DELIVERED FOR FILING TO SECRETARY OF STATE. (a)  A record delivered to the secretary of state for filing pursuant to this act must be signed as follows:

(1)  Except as otherwise provided in paragraphs (2) and (3) of this subsection, a record signed by a limited liability company must be signed by a person authorized by the company.

(2)  A company’s initial certificate of organization must be signed by at least one (1) person acting as an organizer.

(3)  A record delivered on behalf of a dissolved company that has no member must be signed by the person winding up the company’s activities and affairs under section 30-25-702(c), Idaho Code, or a person appointed under section 30-25-702(d), Idaho Code, to wind up the activities and affairs.

(4)  A statement of denial by a person under section 30-25-303, Idaho Code, must be signed by that person.

(5)  Any other record delivered on behalf of a person to the secretary of state for filing must be signed by that person.

(b)  A record delivered for filing under this chapter may be signed by an agent. Whenever this chapter 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 affirms as a fact that the person is authorized to sign the record.

History:

[30-25-203, added 2015, ch. 243, sec. 44, p. 877.]