Q: Is a power-of-attorney able to amend a LLC if they are not a member, including adding themselves as partner?
My late mother established a LLC, which owns two properties. Before my mother became incapacitated she appointed my sister as POA. During the probate of my mother’s estate it was discovered my sister was member of the LLC. I filed a complaint with the Court alleging my sister added herself as partner as an act of self-dealing. In response, she alleged she was “always” partner to the LLC and she only took action to reinstate the LLC. In this response my sister also admitted the decedent became incapacitated in August of 2018. Original incorporation documentation showed my sister was not always partner to the LLC as alleged and there was an amendment and addition of partner established in September of 2018 when the LLC was reinstated through filing of an annual report. In a later Court filing my sister alleged the decedent added her as partner in September of 2018 after reinstating the LLC, although she was incapacitated in August of 2018. Is this self-dealing or fraud?
A: The better course of action is to retain the services of an attorney who is knowledgeable about probate, estate, and business law.
A: You need to hire a lawyer. The type of questions being asked and the legal issues being presented to the court are not simple and involve specific type of proofs. In a court proceeding involving claims of self-dealing, fraud, etc, you are also not going to walk into a court room and talk with a judge. You will need specific documents, pre-marking lists, etc - all of which will require specific legal expertise.
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