We often receive questions regarding entities, including, but not limited to, the identity of the appropriate party to execute an instrument when the buyer or seller is a corporation or limited liability company. These issues are complicated these days by the large numbers of foreclosures resulting in banks and related entities taking title. This article explores some of these issues and seeks to provide some helpful tips.
While I understand that your efforts are often met with resistance, you absolutely have to insist on obtaining a copy of the By-laws (for corporations) or the Operating Agreement (for LLC’s) well in advance of closing. These documents should tell you the identity of the official who is authorized to execute documents on behalf of the entity. On occasion, the appropriate official is another entity. In those cases, you will need to obtain the By-laws or Operating Agreement for that entity as well.