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Question: Are all Members or Managers always listed on LLC entity documents when they are submitted to the Secretary of State by the company? I have LLC documents approved by the state indicating one Manager for the LLC. However, the company is asking me to list both signers on our resolution as Managers. My question is this: Do I need to require them to provide us with updated LLC documents that have been submitted to the Secretary of State and approved and indicate both signers as Managers?
Answer: According to Texas Business Organization Code §101.302, the number of managers is equal to the number of initial managers listed in the certificate of formation. However, the number of managers can be increased or decreased by amending the company agreement. See 101.302(b) and (c). If the number of managers differs from the intial number, check the company agreement.
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