§ 57C-3-25. Identity of managers, authentication of records, and execution of documents. - North Carolina Statutes

§ 57C‑3‑25. Identity of managers, authentication of records, and execution of documents.

(a)        Any person dealingwith a limited liability company or a foreign limited liability company mayrely conclusively upon its most recent annual report and any amendments to iton file with the Secretary of State as to the identity of its managers, exceptto the extent the person has actual knowledge that a person identified thereinas a manager is not a manager.

(b)        The documents, ifany, constituting the operating agreement of a limited liability company or aforeign limited liability company authorized to transact business in thisState, and records of the actions of its members, managers, directors, orexecutives may be authenticated by any manager of the domestic or foreignlimited liability company. Any person dealing with the domestic or foreignlimited liability company may rely conclusively upon the certificate or writtenstatement of a manager authenticating the documents and records except to theextent the person has actual knowledge that the certificate or writtenstatement is false.

(c)        Any document orinstrument required or permitted by law to be filed, registered, or recordedwith any public authority and to be executed by a limited liability company ora foreign limited liability company authorized to transact business in thisState shall be sufficiently executed for such purpose if signed on its behalfby one of its managers. (1993, c. 354, s. 1; 1997‑475, s. 6.8; 2001‑487, s. 62(m).)