Officers' authority to execute documents
In plain English: A written contract between the association and another person is not made invalid, as against the association, merely because the signing officers lacked authority, provided the other person did not actually know they lacked authority and the document is signed by two specified officers. Those two must be either the presiding officer of the board and the president, or one of those two together with a vice-president, the secretary, the treasurer, or the executive director. This protects outside parties who deal in good faith with the association's officers.
10-3845. Officers' authority to execute documents
Any contract or other instrument in writing executed or entered into between a corporation and any other person is not invalidated as to the corporation by any lack of authority of the signing officers in the absence of actual knowledge on the part of the other person that the signing officers had no authority to execute the contract or other instrument if it is signed by two individuals who are either:
1. Both the presiding officer of the board of directors and the president.
2. Either the presiding officer of the board of directors or the president, and one of the following:
(a) A vice-president.
(b) The secretary.
(c) The treasurer.
(d) The executive director.