Article 21 of Companies Law

The company shall be bound by the acts and dispositions undertaken by its manager or board of directors in its name and for its account if they fall within the company's objects, even if they exceed the restrictions imposed on the authority of the manager or board of directors in the company's memorandum of association, unless the company proves that the counterparty knew or could have known of those restrictions at the time the act or disposition was undertaken. The company may not assert against a good-faith third party that it is not liable for the acts or dispositions referred to in the preceding paragraph on the ground that the manager or board of directors was appointed contrary to the provisions of the law or the company's memorandum of association, unless the company proves that the counterparty knew or could have known of that violation at the time the act or disposition was undertaken. The company's manager and board of directors shall exercise the care of a prudent person in exercising their powers and functions.