§ 23-18-3-2.5 — Officers

Indiana § 23-18-3-2.5

• Jurisdiction: Indiana
• Title 23: BUSINESS AND OTHER ASSOCIATIONS
• Art. 18: LIMITED LIABILITY COMPANIES
• Ch. 3: Relations of Members and Managers to Persons Dealing

Text

5. If the written operating agreement of a
limited liability company provides for officers as permitted by IC 23-18-4-4(a)(3), the following apply:
(1) Each officer has those powers and duties:
(A) set forth, generally or specifically in the written operating
agreement; or
(B) otherwise delegated to an officer from time to time by the:
(i) manager or managers of a manager-managed limited
liability company; or
(ii) member or members of a member-managed limited
liability company;
in a manner consistent with the written operating agreement.
(2) Each officer has the status of an agent of the limited liability
company for purposes of section 3 of this chapter.
(3) If an officer acts within the officer's apparent authority to carry
on the business of the limited liability company in the usual way,
the officer's actions bind the limited liability company to the same
extent as the actions of a manager would bind a limited liability
company under section 1.1(c)(2) and 1.1(d) of this chapter.
(4) Notice to an officer of a matter relating to the business or
affairs of the limited liability company, or the knowledge of the
officer acting in the particular matter, is notice to the limited
liability company to the same extent that notice to a manager or
knowledge of a manager would be treated as notice to a limited
liability company under section 2(b)(1) of this chapter.

Legislative History

As added by P.L.40-2013, SEC.7. Amended by P.L.63-2014, SEC.30.