NPC - Not-For-Profit Corporation
- Article 1 - (101 - 115) SHORT TITLE; DEFINITIONS; APPLICATION; CERTIFICATES; MISCELLANEOUS
- 101 - Short title.
- 102 - Definitions.
- 103 - Application.
- 104 - Certificates; requirements, signing, filing, effectiveness.
- 104-A - Fees.
- 105 - Certificates; corrections.
- 106 - Certificates as evidence.
- 107 - Corporate seal as evidence.
- 108 - When notice or lapse of time unnecessary; notices dispensed with when delivery is prohibited.
- 109 - Reservation of power.
- 110 - Effect of invalidity of part of chapter; severability.
- 111 - References.
- 112 - Actions or special proceedings by attorney-general.
- 113 - Certificate of type of not-for-profit corporation.
- 114 - Visitation of supreme court.
- 115 - Power to solicit contributions for charitable purposes.
- Article 2 - (201 - 205) CORPORATE PURPOSES AND POWERS
- Article 3 - (301 - 308) CORPORATE NAME AND SERVICE OF PROCESS
- 301 - Corporate name; general.
- 302 - Corporate name; exceptions.
- 303 - Reservation of name.
- 304 - Statutory designation of secretary of state as agent of domestic corporations formed under article four of this chapter and authorized foreign corpora
- 305 - Registered agent for service of process.
- 306 - Service of process.
- 307 - Service of process on unauthorized foreign corporation.
- 308 - Records and certificates of department of state.
- Article 4 - (401 - 406) FORMATION OF CORPORATIONS
- 401 - Incorporators.
- 402 - Certificate of incorporation; contents.
- 403 - Certificate of incorporation; effect.
- 404 - Approvals and consents.
- 405 - Organization meeting.
- 406 - Private foundation, as defined in the United States internal revenue code of 1954: provisions included in the certificate of incorporation.
- Article 5 - (501 - 521) CORPORATE FINANCE
- 501 - Stock and shares prohibited; membership certificates authorized.
- 502 - Members' capital contributions.
- 503 - Capital certificates.
- 504 - Subventions.
- 505 - Subvention certificates.
- 506 - Bonds and security interests.
- 507 - Fees, dues and assessments; fines and penalties.
- 508 - Income from corporate activities.
- 509 - Purchase, sale, mortgage and lease of real property.
- 510 - Disposition of all or substantially all assets.
- 511 - Petition for leave of court.
- 513 - Administration of assets received for specific purposes.
- 514 - Delegation of investment management.
- 515 - Dividends prohibited; certain distributions of cash or property authorized.
- 516 - Distributions to members upon termination of membership.
- 517 - Liabilities of members.
- 519 - Annual report of directors.
- 520 - Reports of corporation.
- 521 - Liability for failure to disclose required information.
- Article 5-A - (550 - 558) PRUDENT MANAGEMENT OF INSTITUTIONAL FUNDS ACT
- 550 - Short title.
- 551 - Definitions.
- 552 - Standard of conduct in managing and investing an institutional fund.
- 553 - Appropriation for expenditure or accumulation of endowment fund; rules of construction.
- 554 - Delegation of management and investment functions.
- 555 - Release or modification of restrictions on management, investment, or purpose.
- 556 - Reviewing compliance.
- 557 - Application to existing institutional funds.
- 558 - Relation to Electronic Signatures in Global and National Commerce Act.
- Article 6 - (601 - 623) MEMBERS
- 601 - Members.
- 602 - By-laws.
- 603 - Meetings of members.
- 604 - Special meeting for election of directors.
- 605 - Notice of meeting of members.
- 606 - Waivers of notice.
- 607 - List or record of members at meetings.
- 608 - Quorum at meeting of members.
- 609 - Proxies.
- 610 - Selection of inspectors at meetings of members; duties.
- 611 - Qualification of voters; fixing record date to determine eligibility to vote; voting entitlement.
- 612 - Limitations on right to vote.
- 613 - Vote of members.
- 614 - Action by members without a meeting.
- 615 - Greater requirement as to quorum and vote of members.
- 616 - Voting by class of members.
- 617 - Cumulative voting.
- 618 - Power of supreme court respecting elections.
- 619 - Agreements by members as to voting.
- 620 - Preemptive rights.
- 621 - Books and records; right of inspection; prima facie evidence.
- 622 - Infant members.
- 623 - Members' derivative action brought in the right of the corporation to procure a judgment in its favor.
- Article 7 - (701 - 726) DIRECTORS AND OFFICERS
- 701 - Board of directors.
- 702 - Number of directors.
- 703 - Election and term of office of directors; alternates.
- 704 - Classification of directors.
- 705 - Newly created directorships and vacancies.
- 706 - Removal of directors.
- 707 - Quorum of directors.
- 708 - Action by the board.
- 709 - Greater requirement as to quorum and vote of directors.
- 710 - Place and time of meetings of the board.
- 711 - Notice of meetings of the board.
- 712 - Executive committee and other committees.
- 713 - Officers.
- 714 - Removal of officers.
- 715 - Interested directors and officers.
- 716 - Loans to directors and officers.
- 717 - Duty of directors and officers.
- 718 - List of directors and officers.
- 719 - Liability of directors in certain cases.
- 720 - Actions on behalf of the corporation.
- 720-A - Liability of directors, officers and trustees.
- 721 - Nonexclusivity of statutory provisions for indemnification of directors and officers.
- 722 - Authorization for indemnification of directors and officers.
- 723 - Payment of indemnification other than by court award.
- 724 - Indemnification of directors and officers by a court.
- 725 - Other provisions affecting indemnification of directors and officers.
- 726 - Insurance for indemnification of directors and officers.
- Article 8 - (801 - 805) AMENDMENTS AND CHANGES
- Article 9 - (901 - 910) MERGER OR CONSOLIDATION
- 901 - Power of merger or consolidation.
- 902 - Plan of merger or consolidation.
- 903 - Approval of plan.
- 904 - Certificate of merger or consolidation; contents.
- 905 - Effect of merger or consolidation.
- 906 - Merger or consolidation of domestic and foreign corporations.
- 907 - Approval by the supreme court.
- 908 - Merger or consolidation of business and not-for-profit corporations.
- 909 - Consent to filing.
- 910 - Merger or consolidation of corporations formed under the religious corporations law and certain other corporations formed for religious purposes.
- Article 10 - (1001 - 1014) NON-JUDICIAL DISSOLUTION
- 1001 - Plan of dissolution and distribution of assets.
- 1002 - Authorization of plan.
- 1002-A - Carrying out the plan of dissolution and distribution of assets.
- 1003 - Certificate of dissolution; contents; approval.
- 1004 - Certificate of dissolution; filing; effect.
- 1006 - Corporate action and survival of remedies after dissolution.
- 1007 - Notice to creditors by corporations intending to dissolve; filing or barring claims.
- 1008 - Jurisdiction of supreme court to supervise dissolution and liquidation.
- 1009 - Applicability to dissolution under other provisions.
- 1010 - Revocation of voluntary dissolution proceedings.
- 1012 - Certificate of annulment of dissolution and reinstatement of corporate existence.
- 1013 - Dissolution of certain firemen's benevolent associations.
- 1014 - Dissolution of domestic corporations by proclamation.
- Article 11 - (1101 - 1115) JUDICIAL DISSOLUTION
- 1101 - Attorney-general's action for judicial dissolution.
- 1102 - Judicial dissolution; petition by directors or members; petition in case of deadlock among directors or members.
- 1103 - Contents of petition for judicial dissolution.
- 1104 - Order to show cause; issuance; publication, service, filing.
- 1105 - Amending papers.
- 1106 - Referee.
- 1107 - Hearing and decision.
- 1108 - Application for final order.
- 1109 - Judgment or final order of dissolution.
- 1110 - Venue.
- 1111 - Preservation of assets; appointment of receiver.
- 1112 - Certain sales, transfers, security interests and judgments void.
- 1113 - Injunction.
- 1114 - Discontinuance of action or special proceeding.
- 1115 - Applicability of other provisions.
- Article 12 - (1201 - 1218) RECEIVERSHIP
- 1201 - Action by judgment creditor for sequestration.
- 1202 - Appointment of receiver of property of a domestic or foreign corporation.
- 1203 - Temporary and permanent receiver.
- 1204 - Oath and security.
- 1205 - Designation of depositories by court.
- 1206 - Powers of permanent receiver.
- 1207 - Duties of receiver upon appointment.
- 1208 - Penalty for concealing property from receiver.
- 1209 - Recovery of assets.
- 1210 - Order of payment by receiver.
- 1211 - Final distribution by receiver.
- 1212 - Disposition of moneys retained; surplus; unclaimed distributions.
- 1213 - Omission or default of receiver.
- 1214 - Application by attorney-general for removal of receiver and to close receivership.
- 1215 - Resignation by receiver; filling any vacancy.
- 1216 - Final accounting; notice; duty of attorney-general.
- 1217 - Commissions.
- 1218 - Special provisions relating to actions or special proceedings against foreign corporations.
- Article 13 - (1301 - 1321) FOREIGN CORPORATIONS
- 1301 - Authorization of foreign corporations.
- 1302 - Application to existing authorized foreign corporations.
- 1303 - Violations.
- 1304 - Application for authority; contents.
- 1305 - Application for authority; effect.
- 1306 - Powers of authorized foreign corporations.
- 1307 - Tenure of real property.
- 1308 - Amendments or changes.
- 1309 - Certificate of amendment; contents, effect.
- 1310 - Certificate of change; contents.
- 1311 - Surrender of authority.
- 1312 - Termination of existence.
- 1313 - Actions or special proceedings by unauthorized foreign corporations.
- 1314 - Actions or special proceedings by foreign corporations.
- 1315 - Actions or special proceedings against foreign corporations.
- 1316 - Record of members.
- 1317 - Voting trust records.
- 1318 - Liabilities of directors and officers of foreign corporations.
- 1319 - Liability of foreign corporations for failure to disclose required information.
- 1320 - Applicability of other provisions.
- 1321 - Exemption from certain provisions.
- Article 14 - (1401 - 1412) SPECIAL NOT-FOR-PROFIT CORPORATIONS
- 1401 - Private and family cemetery corporations.
- 1402 - Fire corporations.
- 1403 - Corporations for the prevention of cruelty.
- 1404 - Christian associations.
- 1405 - Soldiers' monument corporations.
- 1406 - Medical societies.
- 1407 - Alumni corporations.
- 1408 - Historical societies.
- 1409 - Agricultural and horticultural corporations.
- 1410 - Boards of trade and chambers of commerce.
- 1411 - Local development corporations.
- 1412 - University faculty practice corporations.
- Article 15 - (1501 - 1517) PUBLIC CEMETERY CORPORATIONS
- 1501 - Declaration of policy.
- 1502 - Definitions.
- 1503 - Application.
- 1504 - Cemetery board and general administration.
- 1505 - Special requirements of incorporation.
- 1505-A - Additional requirements for incorporation of crematories.
- 1506 - Cemetery lands.
- 1506-A - Cemetery corporations; restrictions.
- 1506-B - Transfer of lands of Valley View Rural Cemetery.
- 1506-C - Abandoned cemetery maintenance by cemetery corporations.
- 1507 - Trust funds.
- 1507-A - State cemetery board citizens advisory council.
- 1508 - Reports by cemeteries.
- 1509 - Cemetery rules and regulations; charges and lot tax assessments.
- 1510 - Cemetery duties.
- 1510-A - Repair or removal of monuments.
- 1510-B - Availability for interment on six-day basis.
- 1511 - Cemetery indebtedness.
- 1512 - Rights of lot owners.
- 1513 - Sale of burial rights.
- 1513-A - Reacquisition of a lot, plot or part thereof by a cemetery corporation.
- 1514 - Misdemeanor; general penalty.
- 1515 - Actions affecting cemetery corporations.
- 1516 - Sale of monuments.
- 1517 - Crematory operations.