{"data":{"id":"us-ky/krs-275.135","jurisdiction":"us-ky","citation":"KRS 275.135","heading":"Members or managers as agents.","body":"(1) Except as provided in subsection (2) of this section, every member shall be an agent\nof the limited liability company for the purpose of its business or affairs, and the act\nof any member, including but not limited to the execution in the name of the limited\nliability company of any instrument, for apparently carrying on in the usual way the\nbusiness or affairs of the limited liability company of which he is a member, shall\nbind the limited liability company, unless the member so acting has, in fact, no\nauthority to act for the limited liability company in the particular matter, and the\nperson with whom the member is dealing has knowledge or has received\nnotification of the fact that the member has no such authority.\n(2) If the articles of organization provi de that management of the limited liability\ncompany is vested in a manager or managers:\n(a) No member, solely by reason of being a member, shall be an agent of the\nlimited liability company; and\n(b) Every manager shall be an agent of the limited liability company for the\npurpose of its business or affairs, and the act of any manager, including, but\nnot limited to, the execution in the name of the limited liability company of\nany instrument, for apparently carrying on in the usual way the business or\naffairs of the limited liability company of which he is the manager shall bind\nthe limited liability company, unless the manager so acting has, in fact, no\nauthority to act for the limited liability company in the particular matter, and\nthe person with whom the m anager is dealing has knowledge or has received\nnotification of the fact that the manager has no such authority.\n(3) An act of a manager or a member which is apparently not for the carrying on in the\nusual way of the business or affairs of the limited liab ility company shall not bind\nthe limited liability company unless, at the time of the transaction or at any other\ntime, the act is authorized in accordance with the operating agreement.\n(4) An act of a manager or member in contravention of a restriction on  authority shall\nnot bind the limited liability company to persons having knowledge of the\nrestriction.","path":["KRS Chapter 275"],"source_url":"https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=13855","current_through":"Includes enactments through the 2026 Regular Session","vintage":"09/05/2026","retrieved_at":"2026-09-05T20:53:27Z","sha256":"4c6f14d638c0131ec617e6e52bbb60322cf43120ee92db1b7d9b0cb0e03721cf","source_id":"us-ky","stale":false,"prev":"us-ky/krs-275.130","next":"us-ky/krs-275.140"},"notice":"GroundRules: Original legal text. Not legal advice."}