Agency power of managers after dissolution

(1) Except as provided in this section, after dissolution of the limited liability company, each of the managers having authority to wind up the limited liability company’s business and affairs can bind the limited liability company, (a) by any act appropriate for winding up the company’s or completing transactions unfinished at dissolution; and (b) by any transaction that would have bound the limited liability company if it had not been dissolved, but only if the other party to the transaction has notice of the dissolution. (2) An act of a manager which is not binding on the limited liability company pursuant to subsection (1) of this section, is binding if it is otherwise authorised by the limited liability (3) An act which would be binding under subsection (1) of this section or would be otherwise authorised but which is in contravention of a restriction on authority shall not bind the limited liability company to persons having knowledge of the