N.M. Stat. § 53-19-30
Transfer of property of limited liability company.
A. Except as provided in Subsection E of this section, Section 42 or 43 [53-19-42,
53-19-43 NMSA 1978] of the Limited Liability Company Act or otherwise in the articles
of organization or an operating agreement, title to property of a limited liability company
that is held in the name of the limited liability company may be transferred by an
instrument of transfer executed by any member in the name of the limited liability
company.
B. Title to property of a limited liability company that is held in the name of one or
more members or managers with an indication in the instrument transferring title to the
property to them of their capacity as members or managers of a limited liability
company, or of the existence of a limited liability company, even if the name of the
limited liability company is not indicated, may be transferred by an instrument of transfer
executed by the one or more members or managers in whose name title is held.
C. Property transferred under Subsection A or B of this section, or the proceeds of
that property, may be recovered by the limited liability company if it proves that the act
of the person executing the instrument of transfer did not bind the limited liability
company, unless the initial transferee, or a person claiming through the initial
transferee, gave value without having notice that the person who executed the
instrument on behalf of the limited liability company lacked authority to bind the limited
liability company.
D. Title to property of a limited liability company that is held in the name of one or
more persons other than the limited liability company without an indication in the
instrument transferring title to the property to them of their capacity as members or
managers of a limited liability company, or of the existence of a limited liability company,
may be transferred free of any claims of the limited liability company or of the members,
by the persons in whose name title is held, to a transferee who gives value without
having notice that the property transferred is the property of a limited liability company.
E. Unless otherwise provided in the articles of organization or an operating
agreement, if the articles of organization provide that management of the limited liability
company is vested in a manager:
(1)
title to property of the limited liability company that is held in the name of
the limited liability company may be transferred by an instrument of transfer executed by
any manager in the name of the limited liability company; and
(2)
a member, acting solely in his capacity as a member, shall not have such
authority.