(a) A record filed with the secretary of state pursuant to this chapter must be signed as follows: (1) Except as otherwise provided in subsections (a)(2) and (a)(3) of this section, a record signed by a partnership must be signed by a person authorized by the partnership. (2) A record filed on behalf of a dissolved partnership that has no partner must be signed by the person winding up the partnership’s business under § 7-12.1-802(c) or a person appointed under § 7-12.1-802(d) to wind up the business. (3) A statement of denial by a person under § 7-12.1-304 must be signed by that person. (4) Any other record delivered on behalf of a person to the secretary of state for filing must be signed by that person. (b) A record filed under this chapter may be signed by an agent. Whenever this chapter requires a particular individual to sign a record and the individual is deceased or incompetent, the record may be signed by a legal representative of the individual. (c) A person that signs a record as an agent or legal representative affirms as a fact that the person is authorized to sign the record.
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