Section 1503 - Knowledge; notice1.Knows. A person knows a fact when the person: A. Has actual knowledge of it; or [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]B. Is deemed to know it under law other than this chapter. [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).] [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]
2.Notice. A person has notice of a fact when the person: A. Knows of it; [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]B. Receives notification of it; [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]C. Has reason to know the fact from all of the facts known to the person at the time in question; or [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]D. Is deemed to have notice of the fact under subsection 4. [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).] [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]
3.Notifies. A person notifies another of a fact by taking steps reasonably required to inform the other person in ordinary course, whether or not the other person knows the fact. [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]
4.Nonmember; notice. A person that is not a member is deemed to have notice of a limited liability company's:A. Matters included in the certificate of formation under section 1531, subsection 1, paragraph A, upon filing; [2011, c. 113, Pt. A, §5(AMD).]B. Termination, 90 days after a certificate of cancellation under section 1533 becomes effective; [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]C. Merger or conversion, 90 days after a statement of merger or statement of conversion under subchapter 12 becomes effective; and [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]D. Revival, 90 days after a certificate of revival under section 1604 becomes effective. [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).] [2011, c. 113, Pt. A, §5(AMD).]
5.Member; knowledge, notice or receipt of notification. A member's knowledge, notice or receipt of a notification of a fact relating to the limited liability company is not knowledge, notice or receipt of a notification of a fact by the limited liability company solely by reason of the member's capacity as a member. [2009, c. 629, Pt. A, §2(NEW); 2009, c. 629, Pt. A, §3(AFF).]
Amended by 2011, c. 113,§ A-5, eff. 7/1/2011.2009, c. 629, Pt. A, §2 (NEW) . 2009, c. 629, Pt. A, §3 (AFF) .