Chapter 82 - Nonprofit Corporations
- AMENDMENT AND RESTATEMENT OF ARTICLES OF INCORPORATION
- CORPORATE RECORDS
- 82.181 - Maintenance of records at registered office; inspection and copying of records; civil liability; penalties; denial of request for inspection of records; defense to action for penalties or dam
- 82.183 - Records to be provided to Secretary of State; requirement to assist in criminal investigation; failure to comply; regulations.
- 82.186 - Right of members and directors to inspect and copy records; denial of inspection; civil liability; defense to action for penalties or damages.
- FOREIGN NONPROFIT CORPORATIONS
- 82.523 - Annual list: Filing requirements; fees; powers and duties of Secretary of State.
- 82.5231 - Certificate of authorization to transact business.
- 82.5233 - Addresses of officers required; failure to file.
- 82.5234 - Penalty for failure to comply with requirements for qualification; enforcement; regulations.
- 82.5235 - Defaulting corporations: Identification; forfeiture of right to transact business; penalty.
- 82.5236 - Defaulting corporations: Duties of Secretary of State.
- 82.5237 - Defaulting corporations: Conditions and procedure for reinstatement.
- 82.5239 - Defaulting corporations: Reinstatement under old or new name; regulations.
- FORMATION
- 82.081 - Filing requirements.
- 82.086 - Articles of incorporation: Required provisions.
- 82.091 - Articles of incorporation: Optional provisions.
- 82.096 - Name of corporation: Distinguishable name required; availability of name of revoked, merged or otherwise terminated corporation; regulations.
- 82.101 - Name of corporation: Reservation; injunctive relief.
- 82.106 - Articles of incorporation: Prohibited names and businesses; certification required before filing of certain articles or amendments.
- 82.111 - Commencement of corporate existence.
- GENERAL PROVISIONS
- 82.006 - Definitions.
- 82.011 - “Articles of incorporation” and “articles” defined.
- 82.016 - “Corporation” defined.
- 82.021 - “Corporation for public benefit” defined.
- 82.026 - “Directors” and “trustees” defined.
- 82.031 - “Member” defined.
- 82.034 - “Principal office” defined.
- 82.036 - “Receiver” defined.
- 82.038 - “Record” defined.
- 82.041 - “Registered office” defined.
- 82.043 - “Signature” defined.
- 82.044 - “Street address” defined.
- 82.046 - Construction of chapter.
- 82.051 - Applicability of chapter; effect of chapter on corporations existing before October 1, 1991.
- 82.056 - Election of existing corporation to accept chapter: Eligibility; procedure.
- 82.061 - Election of existing corporation to accept chapter: Filing requirements; contents.
- 82.063 - Election of board of directors of expired corporation to accept chapter: Eligibility; procedure; date of corporate existence.
- 82.066 - Election of existing and expired corporation to accept chapter: Effect.
- 82.071 - Limitations on eligibility to organize under chapter.
- INSOLVENCY; INVOLUNTARY DISSOLUTION
- 82.466 - Reorganization under federal law.
- 82.471 - Application of creditors or members of insolvent corporation for injunction and appointment of receiver or trustee; powers and duties of court.
- 82.476 - Receivers or trustees for insolvent corporations: Appointment; powers and duties.
- 82.481 - Authority of court to reconvey property back to or dissolve corporation.
- 82.486 - Involuntary dissolution: Authority and grounds for application.
- 82.491 - Involuntary dissolution: Appointment of receiver; powers and duties of receiver; authorized relief.
- 82.496 - Involuntary dissolution: General powers of court.
- 82.501 - Limitation on time for creditors’ claims; notice to creditors.
- 82.506 - Presentation of creditors’ claims; examination of creditors and witnesses.
- 82.511 - Abatement of actions against receivers.
- 82.516 - Payment of creditors and distribution of surplus.
- 82.521 - Employees’ liens for wages.
- MEETINGS, ELECTIONS, VOTING AND NOTICE
- 82.266 - Place of members’, delegates’ and directors’ meetings.
- 82.271 - Meetings of board of directors or delegates: Quorum; consent to action taken without meeting; participation by telephone or similar method.
- 82.276 - Consent of members in lieu of meeting.
- 82.281 - Actions at meetings not regularly called: Consent, ratification and approval.
- 82.286 - Election of directors and delegates; classification of directors.
- 82.291 - Meetings of members or delegates: Quorum.
- 82.296 - Directors: Removal; filling of vacancies.
- 82.301 - Effect of failure to elect director on designated day.
- 82.306 - Election of directors by order of court upon failure of regular election.
- 82.311 - Provisional director: Appointment; qualifications; rights and powers; removal.
- 82.316 - Determination of members entitled to notice of and to vote at meeting; fixing of date when members entitled to give consent in lieu of meeting.
- 82.321 - Members’ proxies.
- 82.326 - Action of members by written ballot in lieu of meeting.
- 82.331 - Cumulative voting.
- 82.336 - Delegates and members: Special meetings; notices.
- MEMBERS
- 82.231 - Powers of corporation; classes, qualifications and rights of members; term of membership.
- 82.236 - Transfer of membership.
- 82.241 - Personal liability of members; imposition of dues, assessments or fees.
- 82.246 - Resignation.
- 82.251 - Expulsion of member; suspension or termination of membership.
- 82.256 - Purchase of membership by corporation.
- 82.261 - Delegates.
- MISCELLANEOUS PROVISIONS
- 82.525 - Form required for filing of records.
- 82.526 - Corporate records: Microfilming; imaging; return.
- 82.528 - Filing of records written in language other than English.
- 82.531 - Fees.
- 82.533 - Procedure to submit replacement page to Secretary of State before actual filing of record.
- 82.534 - Correction of inaccurate or defective record filed with Secretary of State; cancellation of filings.
- 82.536 - Attorney General: Examination of corporate affairs; powers of enforcement.
- 82.541 - Directors, officers, employees and agents: Indemnification; insurance against liability.
- 82.546 - Renewal or revival of charter: Procedure; fee; certificate as evidence.
- POWERS
- REGISTERED AGENT AND REGISTERED OFFICE; DIRECTORS ANDOFFICERS
- 82.193 - Registered agent required; applicable law regarding registered agent and registered office; applicable law regarding annual list and defaulting corporations; default and reinstatement of corp
- 82.196 - Board of directors or trustees: Number and qualifications of members.
- 82.198 - Board of directors or trustees: Selection of members when corporation owns or leases mobile home park.
- 82.201 - Board of directors or trustees: General powers.
- 82.206 - Committees of board of directors: Designation; powers; names; membership.
- 82.211 - Officers of corporation: Selection; terms; duties.
- 82.216 - Authority of directors and representatives of corporation.
- 82.221 - Directors and officers: Exercise of powers and performance of duties; personal liability.
- 82.226 - Restrictions on transactions involving interested directors or officers; compensation of directors.
- SALE OF ASSETS; VOLUNTARY DISSOLUTION
- 82.436 - Sale, lease or exchange of assets: Authority; procedure.
- 82.446 - Voluntary dissolution at request of members.
- 82.451 - Voluntary dissolution by directors and members or by directors alone; directors to act as trustees for liquidation and winding up of corporate affairs.
- 82.456 - Dissolved corporations: Rights and liabilities of corporation and its directors, trustees, receivers, officers, members and creditors; powers and duties of district court.
- 82.461 - Dissolved corporations: Duties of person appointed or authorized to act in liquidation.