§ 7-12.1-109. Liability for inaccurate information in filed record.
(a) If a record filed with the secretary of state under this chapter and filed by the secretary of state contains inaccurate information, a person that suffers loss by reliance on the information may recover damages for the loss from:
(1) A person that signed the record, or caused another to sign it on the person’s behalf, and knew the information to be inaccurate at the time the record was signed; and
(2) Subject to subsection (b) of this section, a partner if:
(i) The record was delivered for filing on behalf of the partnership; and
(ii) The partner knew or had notice of the inaccuracy for a reasonably sufficient time before the information was relied upon so that, before the reliance, the partner reasonably could have:
(A) Effected an amendment under § 7-12.1-901(f);
(B) Filed a petition under § 7-12.1-112; or
(C) Filed with the secretary of state a statement of change under § 7-12.1-909 or a statement of correction under § 7-12.1-116.
(b) To the extent the partnership agreement expressly relieves a partner of responsibility for maintaining the accuracy of information contained in records delivered on behalf of the partnership to the secretary of state for filing under this chapter and imposes that responsibility on one or more other partners, the liability stated in subsection (a)(2) of this section applies to those other partners and not to the partner that the partnership agreement relieves of the responsibility.
(c) An individual who signs a record authorized or required to be filed under this chapter affirms under penalty of perjury that the information stated in the record is accurate.
History of Section.
P.L. 2022, ch. 123, § 2, effective January 1, 2023; P.L. 2022, ch. 124, § 2, effective
January 1, 2023.