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Richard
Richard, Lawyer
Category: Real Estate Law
Satisfied Customers: 54542
Experience:  32 years of experience as lawyer in Texas. I'm also a Real Estate developer.
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I have a situation would love to get help on. There is a

Customer Question

I have a situation would love to get help on. There is a piece of property owned by an LLC of which I am a member. A former member is attempting to sell this piece of property; he currently has no ownership in the LLC (assigned his share to another member). We found out by happenstance (from a neighbor) that this sale process is underway (it is thankfully not very far along).
Here's my questions. If this person, call him Bob, goes to a real estate agent and states he is the operating manager of this LLC and wishes to sell the property, what kind of verification would a real estate agent typically do? Would they request a copy of the Operating Agreement?
Secondly, if the real estate agent proceeded and listed the property and it sells, would this fraud be uncovered in the title search process? Would someone uncover that he is not a current member of the LLC - it seems like the only way this can be verified is through the Operating Agreement which is not filed anymore. Plus, he could produce a fake Operating Agreement?
Assuming we stop this sale process (and we will now that we know about it), what can be done to keep him from doing this again? The LLC owns several properties. Bob is desperate for money.
Last question - assuming we can prove that Bob went to the real estate agent and started the sales process on the property he does not own, can we bring criminal charges against him?
Yes, we know Bob is devious and evil. That's why he is out of the LLC. Thank you.
Submitted: 1 year ago.
Category: Real Estate Law
Expert:  Richard replied 1 year ago.

Good morning. My name is ***** ***** I look forward to helping you.

1) Yes, any buyer and/or title company is going to need evidence of the authority of Bob to act on behalf of the LLC. What they will ask for is not only a copy of the Operating Agreement, but also a resolution signed by the members of the LLC authorizing the sale.

2) It's possible that he could produce all fake documents, but he would be totally going out a limb as this would subject him not only to actual and punitive damages for fraud, but also criminal prosecution which could put him in prison for years.

What the LLC could do to protect itself is to record a resolution in the real property records of the county/city in which the LLC owns property that references the specific property and states the specific ownership of the LLC and that any sale, transfer, hypothecation, mortgage, etc. of the property requires whatever percentage vote provided by the Operating Agreement. That would put something on public records and would protect the LLC from a buyer or title company stating they had no such notice.

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