Julian, Cornelia, and Sheila petitioned for a corporate charter for the purpose of conducting a retail shoe business.

They complied with all the statutory provisions except having their charter recorded. This was simply an oversight on their part, and they felt that they had fully complied with the law. They operated the business for three years, after which time it became insolvent. The creditors desire to hold the members personally and individually liable. May they do so?

Explain.