Title 7 - Corporations, Associations and Partnerships
- CHAPTER 7-1 - Corporations – General Provisions
- § 7-1-1 - – 7-1-4. [Repealed.].
- § 7-1-13 - Legislative control of future charters.
- § 7-1-14 - Continuation for special purposes of statutes otherwise repealed.
- § 7-1-15 - , 7-1-16. [Repealed.].
- § 7-1-17 - Receipt of property for charitable purposes in excess of authorized holdings.
- § 7-1-18 - – 7-1-20. [Repealed.].
- § 7-1-21 - Agreements as to disposition of stock or insurance on death of stockholder.
- § 7-1-22 - [Repealed.].
- § 7-1-23 - Recovery of penalties – Compromise.
- § 7-1-24 - – 7-1-26. [Repealed.].
- § 7-1-5 - Corporations organized for the business of insurance.
- § 7-1-5.1 - [Repealed.].
- § 7-1-5.2 - Mutual insurance associations – Applicability of chapter.
- § 7-1-6 - Time allowed for organization of corporations created by legislative act.
- § 7-1-7 - Fees payable by corporations created by legislative act.
- § 7-1-7.1 - Filings to be originals.
- § 7-1-8 - – 7-1-12. [Repealed.].
- CHAPTER 7-1.1 - Business Corporations
- CHAPTER 7-1.2 - Rhode Island Business Corporation Act
- § 7-1.2-1001 - Procedure for merger.
- § 7-1.2-1002 - Approval by shareholders of merger.
- § 7-1.2-1003 - Articles of merger.
- § 7-1.2-1004 - Merger of subsidiary corporation.
- § 7-1.2-1005 - Effect of merger.
- § 7-1.2-1006 - Merger of domestic and foreign corporations or other business entities.
- § 7-1.2-1007 - Conversion of other entities to a domestic corporation.
- § 7-1.2-1008 - Conversion of a domestic corporation to other entities.
- § 7-1.2-101 - Short title.
- § 7-1.2-102 - Reservation of power.
- § 7-1.2-103 - Effect of repeal of prior acts.
- § 7-1.2-104 - Severability.
- § 7-1.2-105 - Execution, filing and recording of instruments.
- § 7-1.2-106 - Definitions.
- § 7-1.2-1101 - Sale of assets in regular course of business and mortgage or pledge of assets.
- § 7-1.2-1102 - Sale of assets other than in regular course of business.
- § 7-1.2-1201 - Right of shareholders to dissent.
- § 7-1.2-1202 - Rights of dissenting shareholders.
- § 7-1.2-1301 - Voluntary dissolution by incorporators.
- § 7-1.2-1302 - Voluntary dissolution by consent of shareholders.
- § 7-1.2-1303 - Voluntary dissolution by act of corporation.
- § 7-1.2-1304 - Revocation of voluntary dissolution proceedings by consent of shareholders.
- § 7-1.2-1305 - Revocation of voluntary dissolution proceedings by act of corporation.
- § 7-1.2-1306 - Filing of statement of revocation of voluntary dissolution proceedings.
- § 7-1.2-1307 - Effect of statement of revocation of voluntary dissolution proceedings.
- § 7-1.2-1308 - Articles of dissolution.
- § 7-1.2-1309 - Filing of articles of dissolution.
- § 7-1.2-1310 - Revocation of articles of incorporation.
- § 7-1.2-1311 - Issuance of certificates of revocation.
- § 7-1.2-1312 - Withdrawal of certificate of revocation.
- § 7-1.2-1313 - Appeal from revocation of articles of incorporation.
- § 7-1.2-1314 - Jurisdiction of court to liquidate assets and business of corporation.
- § 7-1.2-1315 - Avoidance of dissolution by share buyout.
- § 7-1.2-1316 - Procedure in liquidation of corporation by court.
- § 7-1.2-1317 - Bond of receivers.
- § 7-1.2-1318 - Filing of claims in liquidation proceedings.
- § 7-1.2-1319 - Discontinuance of liquidation proceedings.
- § 7-1.2-1320 - Decree of involuntary dissolution.
- § 7-1.2-1321 - Filing of decree of dissolution.
- § 7-1.2-1322 - Deposit with state treasury of amount due certain shareholders.
- § 7-1.2-1323 - Jurisdiction of court to appoint a receiver.
- § 7-1.2-1324 - Survival of remedy after dissolution.
- § 7-1.2-1325 - Continuation of certain corporate powers.
- § 7-1.2-1401 - Admission of foreign corporation and other entities.
- § 7-1.2-1402 - Powers of foreign corporation.
- § 7-1.2-1403 - Corporate name of foreign corporation.
- § 7-1.2-1404 - Change of name by foreign corporation.
- § 7-1.2-1405 - Application for certificate of authority.
- § 7-1.2-1406 - Filing of application for certificate of authority.
- § 7-1.2-1407 - Effect of certificate of authority.
- § 7-1.2-1408 - Registered office and registered agent of foreign corporation.
- § 7-1.2-1409 - Change of registered office or registered agent of foreign corporation.
- § 7-1.2-1410 - Service of process on foreign corporation.
- § 7-1.2-1411 - Amended certificate of authority.
- § 7-1.2-1412 - Withdrawal of foreign corporation.
- § 7-1.2-1413 - Filing of application for withdrawal.
- § 7-1.2-1414 - Revocation of certificate of authority.
- § 7-1.2-1415 - Issuance of certificate of revocation.
- § 7-1.2-1416 - Withdrawal of certificate of revocation.
- § 7-1.2-1417 - Application to corporations previously authorized to transact business in this state.
- § 7-1.2-1418 - Transacting business without certificate of authority.
- § 7-1.2-1501 - Annual reports of domestic and foreign corporations.
- § 7-1.2-1502 - Books and records.
- § 7-1.2-1601 - The secretary of state.
- § 7-1.2-1602 - Fees and charges payable to the secretary of state upon filing, certifying or copying of papers.
- § 7-1.2-1603 - Penalties imposed upon officers and directors.
- § 7-1.2-1604 - Interrogatories.
- § 7-1.2-1605 - Certificates and certain copies to be received in evidence.
- § 7-1.2-1701 - Close corporations.
- § 7-1.2-1801 - Unauthorized assumption of corporate powers.
- § 7-1.2-1802 - Application to existing corporations organized under general acts.
- § 7-1.2-1803 - Application to foreign and interstate commerce.
- § 7-1.2-1804 - Applicability to corporations created by special acts.
- § 7-1.2-201 - Incorporators and organization of the corporation.
- § 7-1.2-202 - Articles of incorporation.
- § 7-1.2-203 - Bylaws.
- § 7-1.2-301 - Purposes.
- § 7-1.2-302 - Powers.
- § 7-1.2-303 - Defense of ultra vires.
- § 7-1.2-401 - Corporate name.
- § 7-1.2-402 - Fictitious business name.
- § 7-1.2-403 - Reserved name.
- § 7-1.2-404 - Registered name.
- § 7-1.2-501 - Registered office and registered agent – Designation of registered agent without authority.
- § 7-1.2-502 - Change of registered office or registered agent.
- § 7-1.2-503 - Service of process on corporation.
- § 7-1.2-601 - Right of corporation to acquire, dispose of and cancel its own shares.
- § 7-1.2-602 - Authorized shares – Shares in classes or series – Issuance of shares.
- § 7-1.2-603 - Subscription for shares.
- § 7-1.2-604 - Issuance of and consideration for shares.
- § 7-1.2-605 - Par value per share.
- § 7-1.2-606 - Share rights and options.
- § 7-1.2-607 - Expenses of organization, reorganization and financing.
- § 7-1.2-608 - Form and content of certificates.
- § 7-1.2-609 - Share transfer and ownership restrictions.
- § 7-1.2-610 - Fractional shares.
- § 7-1.2-611 - Bonds – Facsimile signatures and seals.
- § 7-1.2-612 - Liability of subscribers and shareholders.
- § 7-1.2-613 - Shareholder's preemptive rights.
- § 7-1.2-614 - Distributions to shareholders.
- § 7-1.2-701 - Meetings of shareholders.
- § 7-1.2-702 - Notice to shareholders.
- § 7-1.2-703 - Closing of transfer books and fixing record date.
- § 7-1.2-704 - Voting list.
- § 7-1.2-705 - Quorum of shareholders required for shareholders' action.
- § 7-1.2-706 - Greater voting requirements.
- § 7-1.2-707 - Action by shareholders without a meeting.
- § 7-1.2-708 - Voting of shares.
- § 7-1.2-709 - Voting trusts and agreements among shareholders.
- § 7-1.2-710 - Voting and inspection rights of bondholders and debenture holders.
- § 7-1.2-711 - Actions by shareholders.
- § 7-1.2-801 - Board of directors.
- § 7-1.2-802 - Number and election of directors.
- § 7-1.2-803 - Classification of directors.
- § 7-1.2-804 - Vacancies.
- § 7-1.2-805 - Removal of directors.
- § 7-1.2-806 - Quorum of directors.
- § 7-1.2-807 - Director and officer conflicts of interest.
- § 7-1.2-808 - Executive and other committees.
- § 7-1.2-809 - Place, notice, and form of notice of directors' and committee meetings.
- § 7-1.2-810 - Action by directors without a meeting.
- § 7-1.2-811 - Liability of directors in certain cases.
- § 7-1.2-812 - Officers.
- § 7-1.2-813 - Resignation and removal of officers.
- § 7-1.2-814 - Indemnification.
- § 7-1.2-901 - Right to amend articles of incorporation.
- § 7-1.2-902 - Right to amend legislative charters.
- § 7-1.2-903 - Procedure to amend articles of incorporation.
- § 7-1.2-904 - Class voting on amendments.
- § 7-1.2-905 - Articles of amendment.
- § 7-1.2-906 - Restated articles of incorporation.
- § 7-1.2-907 - Amendment of articles of incorporation in reorganization proceedings.
- CHAPTER 7-10 - Transfer of Corporate Stock
- CHAPTER 7-11 - Rhode Island Uniform Securities Act
- § 7-11-101 - Definitions.
- § 7-11-201 - Broker dealer and sales representative licensing.
- § 7-11-202 - Exempt broker dealers and sales representatives.
- § 7-11-203 - Investment adviser and investment adviser representative licensing.
- § 7-11-204 - Exempt investment adviser and investment adviser representatives.
- § 7-11-205 - Application.
- § 7-11-206 - Licensing and notice fees; and filing requirements for federal covered advisers.
- § 7-11-207 - Examinations.
- § 7-11-208 - Licensing.
- § 7-11-209 - Post-licensing requirements.
- § 7-11-210 - Licensing of successor firms.
- § 7-11-211 - Inspection power.
- § 7-11-212 - Grounds for denial, suspension, and revocation.
- § 7-11-213 - Denial, suspension, or revocation on grounds of lack of qualification.
- § 7-11-214 - Withdrawal.
- § 7-11-215 - Custody of clients' securities and funds.
- § 7-11-301 - Registration requirement.
- § 7-11-302 - Registration by filing.
- § 7-11-303 - Registration by coordination.
- § 7-11-304 - Registration by qualification.
- § 7-11-305 - Provisions applicable to registration generally.
- § 7-11-306 - Denial, suspension, and revocation of registration.
- § 7-11-307 - Federal covered securities.
- § 7-11-401 - Exempt securities.
- § 7-11-402 - Exempt transactions.
- § 7-11-403 - Provisions applicable to exemptions generally.
- § 7-11-404 - Filing of sales and advertising literature.
- § 7-11-501 - Offers, sales, and purchases.
- § 7-11-502 - Market manipulation.
- § 7-11-503 - Prohibited transactions by investment advisers, federal covered advisers.
- § 7-11-504 - Misleading filings.
- § 7-11-505 - Unlawful representations concerning licensing, registration, or exemption.
- § 7-11-601 - Investigations – Subpoena power.
- § 7-11-602 - Enforcement.
- § 7-11-603 - Power of court to grant relief.
- § 7-11-604 - Criminal penalties.
- § 7-11-605 - Civil liability.
- § 7-11-606 - Civil statute of limitations.
- § 7-11-607 - Rescission and settlement offers.
- § 7-11-608 - General liability provisions.
- § 7-11-701 - Administration.
- § 7-11-702 - Prohibitions on use of information.
- § 7-11-703 - Public information – Confidentiality.
- § 7-11-704 - Cooperation with other agencies.
- § 7-11-705 - Rules, forms, and orders.
- § 7-11-706 - Declaratory orders and rulings.
- § 7-11-707 - Good faith reliance.
- § 7-11-708 - Consent to service of process.
- § 7-11-709 - Administrative files and records.
- § 7-11-710 - Administrative proceedings.
- § 7-11-711 - Provisions applicable to administrative proceedings.
- § 7-11-712 - Emergency administrative proceedings.
- § 7-11-801 - Scope of chapter.
- § 7-11-802 - Contract provisions.
- § 7-11-803 - Uniformity of application and construction.
- § 7-11-804 - Short title.
- § 7-11-805 - Severability clause.
- § 7-11-806 - Repeal and saving provisions.
- CHAPTER 7-11.1 - The Uniform Transfer On Death Security Registration Act
- § 7-11.1-1 - Short title – Rules of construction.
- § 7-11.1-10 - Nontestamentary transfer on death.
- § 7-11.1-11 - Terms – Conditions – Forms for Registration.
- § 7-11.1-12 - Application of chapter.
- § 7-11.1-2 - Definitions.
- § 7-11.1-3 - Registration in beneficiary form – Sole or joint tenancy ownership.
- § 7-11.1-4 - Registration in beneficiary form – Applicable law.
- § 7-11.1-5 - Origination of registration in beneficiary form.
- § 7-11.1-6 - Form of registration in beneficiary form.
- § 7-11.1-7 - Effect of registration in beneficiary form.
- § 7-11.1-8 - Ownership on death of owner.
- § 7-11.1-9 - Protection of registering entity.
- CHAPTER 7-12 - Partnerships
- § 7-12-1 - Provisions in partnership agreements deemed nontestamentary.
- § 7-12-10 - Application to joint debtors.
- § 7-12-11 - Limited partnership law unaffected.
- § 7-12-12 - Short title.
- § 7-12-13 - Definitions.
- § 7-12-14 - Interpretation of knowledge and notice.
- § 7-12-15 - Rules of construction.
- § 7-12-16 - Rules for cases not provided for.
- § 7-12-17 - Partnership defined.
- § 7-12-18 - Rules for determining the existence of a partnership.
- § 7-12-19 - Partnership property.
- § 7-12-2 - Death of partner – Statement delivered to administrator or executor.
- § 7-12-20 - Partner agent of partnership as to partnership business.
- § 7-12-21 - Conveyance of real property of the partnership.
- § 7-12-22 - Partnership bound by admission of partner.
- § 7-12-23 - Partnership charged with knowledge of or notice to partner.
- § 7-12-24 - Partnership bound by partner's wrongful act.
- § 7-12-25 - Partnership bound by partner's breach of trust.
- § 7-12-26 - Nature of partner's liability.
- § 7-12-27 - Partner by estoppel.
- § 7-12-28 - Liability of incoming partner.
- § 7-12-29 - Rules determining rights and duties of partners.
- § 7-12-3 - Examination of books and property by representative of deceased partner.
- § 7-12-30 - Partnership books.
- § 7-12-31 - Duty of partners to render information.
- § 7-12-31.1 - Nature of business.
- § 7-12-32 - Partner accountable as a fiduciary.
- § 7-12-33 - Right to an account.
- § 7-12-34 - Continuation of partnership beyond fixed term.
- § 7-12-35 - Extent of property rights of a partner.
- § 7-12-36 - Nature of a partner's right in specific partnership property.
- § 7-12-37 - Nature of partner's interest in the partnership.
- § 7-12-38 - Assignment of partner's interest.
- § 7-12-39 - Partner's interest subject to charging order.
- § 7-12-4 - Separate composition with creditors on dissolution of partnership.
- § 7-12-40 - Dissolution defined.
- § 7-12-41 - Partnership not terminated by dissolution.
- § 7-12-42 - Causes of dissolution.
- § 7-12-43 - Dissolution by decree of court.
- § 7-12-44 - General effect of dissolution on authority of partner.
- § 7-12-45 - Right of partner to contribution from copartners after dissolution.
- § 7-12-46 - Power of partner to bind partnership to third persons after dissolution.
- § 7-12-47 - Effect of dissolution on partner's existing liability.
- § 7-12-48 - Right to wind up.
- § 7-12-49 - Rights of partners to application of partnership property.
- § 7-12-5 - Separate composition as full discharge of partner.
- § 7-12-50 - Rights where partnership is dissolved for fraud or misrepresentation.
- § 7-12-51 - Rules for distribution.
- § 7-12-52 - Liability of persons continuing the business in certain cases.
- § 7-12-53 - Rights of retiring or estate of deceased partner when the business is continued.
- § 7-12-54 - Accrual of actions.
- § 7-12-55 - Other laws preserved.
- § 7-12-56 - Registered limited liability partnerships.
- § 7-12-57 - Name of registered limited liability partnerships.
- § 7-12-58 - Insurance or financial responsibility of registered limited liability partnerships.
- § 7-12-59 - Applicability to foreign and interstate commerce.
- § 7-12-6 - Payment by partner in excess of his or her proportion.
- § 7-12-7 - Insolvency or absconding of partner.
- § 7-12-8 - Memorandum exonerating partner on separate composition.
- § 7-12-9 - Partners not discharged by separate composition – Defenses to creditor's action.
- CHAPTER 7-13 - Limited Partnerships
- § 7-13-1 - Definitions.
- § 7-13-10 - Cancellation of certificate.
- § 7-13-11 - Execution of certificates.
- § 7-13-12 - Amendment or cancellation by judicial act.
- § 7-13-13 - Filing in office of secretary of state – Certificate of conversion to a limited partnership.
- § 7-13-14 - Liability for false statement in certificate.
- § 7-13-15 - Notice.
- § 7-13-16 - Delivery of certificates to limited partners.
- § 7-13-17 - Admission of limited partners.
- § 7-13-18 - Voting – Rights of limited partners.
- § 7-13-19 - Liability to third parties.
- § 7-13-2 - Name.
- § 7-13-20 - Person erroneously believing him or herself a limited partner.
- § 7-13-21 - Information.
- § 7-13-22 - Admission of additional general partners.
- § 7-13-23 - Events of withdrawal.
- § 7-13-24 - General rights, powers, and liabilities.
- § 7-13-25 - Contributions by general partner.
- § 7-13-26 - Voting rights of general partners.
- § 7-13-27 - Form of contribution.
- § 7-13-28 - Liability for contribution.
- § 7-13-29 - Sharing of profits and losses.
- § 7-13-3 - Reservation of name.
- § 7-13-30 - Sharing of distributions.
- § 7-13-31 - Interim distributions.
- § 7-13-32 - Withdrawal of general partner.
- § 7-13-33 - Withdrawal of limited partner.
- § 7-13-34 - Distribution upon withdrawal.
- § 7-13-35 - Distribution in kind.
- § 7-13-36 - Right to distribution.
- § 7-13-37 - Limitations on distribution.
- § 7-13-38 - [Repealed.].
- § 7-13-39 - Nature of partnership interest.
- § 7-13-4 - Specified office and agent.
- § 7-13-40 - Assignment of partnership interest.
- § 7-13-41 - Rights of creditor.
- § 7-13-42 - Rights of assignee to become limited partner.
- § 7-13-43 - Power of estate of deceased or incompetent person.
- § 7-13-44 - Nonjudicial dissolution.
- § 7-13-45 - Judicial dissolution.
- § 7-13-46 - Winding up.
- § 7-13-47 - Distribution of assets.
- § 7-13-48 - Applicable law.
- § 7-13-49 - Registration.
- § 7-13-5 - Records to be kept.
- § 7-13-50 - Issuance of registration.
- § 7-13-51 - Name of foreign limited partnership.
- § 7-13-52 - Changes and amendments.
- § 7-13-53 - Cancellation of registration.
- § 7-13-54 - Transaction of business without registration.
- § 7-13-54.1 - Fees for filing documents and issuing certificates.
- § 7-13-55 - Action to enjoin foreign limited partnership.
- § 7-13-56 - Right of action.
- § 7-13-57 - Proper plaintiff.
- § 7-13-58 - Pleading.
- § 7-13-59 - Expenses.
- § 7-13-6 - Nature of business.
- § 7-13-60 - Construction and application.
- § 7-13-61 - Short title.
- § 7-13-62 - Severability.
- § 7-13-63 - Rule for cases not provided for in this chapter.
- § 7-13-64 - Applications to existing limited partnerships.
- § 7-13-65 - Effect of repeal of prior acts.
- § 7-13-66 - Indemnification.
- § 7-13-67 - Classes and voting.
- § 7-13-68 - Merger and consolidation.
- § 7-13-7 - Business transactions of partner with partnership.
- § 7-13-8 - Formation – Certificate of limited partnership.
- § 7-13-8.1 - Conversion of certain entities to a limited partnership.
- § 7-13-8.2 - Approval of conversion of a limited partnership.
- § 7-13-9 - Amendment to certificate.
- CHAPTER 7-14 - Suppression of Criminally Operated Businesses
- CHAPTER 7-15 - Racketeer Influenced and Corrupt Organizations
- § 7-15-1 - Definitions.
- § 7-15-10 - Construction.
- § 7-15-11 - Severability.
- § 7-15-2 - Prohibited activities.
- § 7-15-3 - Penalties for violations – Disposition of seized property.
- § 7-15-3.1 - Criminal forfeiture procedures.
- § 7-15-4 - Civil remedies – Actions by attorney general and injured persons.
- § 7-15-4.1 - Asset forfeiture fund.
- § 7-15-5 - Proceedings – Open or closed.
- § 7-15-6 - Application.
- § 7-15-7 - Investigative demands.
- § 7-15-8 - Jurisdiction.
- § 7-15-9 - Remedies cumulative.
- CHAPTER 7-16 - The Rhode Island Limited Liability Company Act
- § 7-16-1 - Short title.
- § 7-16-10 - Reservation of name – Transfer of reserved name.
- § 7-16-11 - Resident agent.
- § 7-16-12 - Amendment and restatement of articles of organization.
- § 7-16-13 - Certificates of correction.
- § 7-16-14 - Management by members.
- § 7-16-15 - Managers.
- § 7-16-16 - Election and removal of managers.
- § 7-16-17 - Duties of managers.
- § 7-16-18 - Limitation of liability of managers.
- § 7-16-19 - Action by managers.
- § 7-16-2 - Definitions.
- § 7-16-20 - Agency power of managers.
- § 7-16-21 - Voting rights of members.
- § 7-16-22 - Records and information.
- § 7-16-23 - Liability of members and managers.
- § 7-16-24 - Contributions to capital.
- § 7-16-25 - Liability for contribution.
- § 7-16-26 - Sharing of profits and losses.
- § 7-16-27 - Sharing of distributions.
- § 7-16-28 - Interim distributions.
- § 7-16-29 - Distributions upon withdrawal.
- § 7-16-3 - Purpose and duration.
- § 7-16-3.1 - Professional services.
- § 7-16-3.2 - Liability in rendering professional services.
- § 7-16-3.3 - Insurance or financial responsibility of limited liability company.
- § 7-16-30 - Distribution in kind.
- § 7-16-31 - Restrictions on making distributions.
- § 7-16-32 - Liability upon wrongful distribution.
- § 7-16-33 - Right to distribution.
- § 7-16-34 - Nature of membership interest.
- § 7-16-35 - Assignment of membership interest.
- § 7-16-36 - Right of assignee to become a member.
- § 7-16-37 - Rights of judgment creditor.
- § 7-16-38 - Powers of estate of a member.
- § 7-16-39 - Dissolution.
- § 7-16-4 - Powers.
- § 7-16-40 - Judicial dissolution.
- § 7-16-41 - Revocation of certificate of organization.
- § 7-16-42 - Issuance of certificates of revocation.
- § 7-16-43 - Withdrawal of certificate of revocation.
- § 7-16-44 - Appeal from revocation of certificate of organization.
- § 7-16-45 - Winding up.
- § 7-16-46 - Distribution of assets.
- § 7-16-47 - Articles of dissolution.
- § 7-16-48 - Law governing foreign limited liability companies.
- § 7-16-49 - Registration of foreign limited liability company.
- § 7-16-5 - Formation.
- § 7-16-5.1 - Conversion of certain entities to a limited liability company.
- § 7-16-5.2 - Approval of conversion of a limited liability company.
- § 7-16-5.3 - , 7-16-5.4. [Repealed.].
- § 7-16-50 - Issuance of registration of foreign limited liability company.
- § 7-16-50.1 - Service of process on foreign limited liability company.
- § 7-16-51 - Name registration by foreign limited liability company.
- § 7-16-52 - Amendments to registration of foreign limited liability company.
- § 7-16-53 - Cancellation of registration of foreign limited liability company.
- § 7-16-54 - Transaction of business by foreign limited liability company without registration.
- § 7-16-55 - Action to restrain foreign limited liability company.
- § 7-16-56 - Right of member to bring derivative action.
- § 7-16-57 - Pleading in derivative action.
- § 7-16-58 - Expenses in derivative action.
- § 7-16-59 - Merger or consolidation.
- § 7-16-6 - Articles of organization.
- § 7-16-60 - Plan of merger or consolidation.
- § 7-16-61 - Approval of merger or consolidation.
- § 7-16-62 - Articles of merger or consolidation.
- § 7-16-63 - Effects of merger or consolidation.
- § 7-16-64 - Merger or consolidation with foreign entity.
- § 7-16-65 - Filing, service, and copying fees.
- § 7-16-66 - Annual report of domestic and foreign limited liability companies.
- § 7-16-67 - Filing of returns with the tax administrator – annual charge.
- § 7-16-68 - Limited liability company property.
- § 7-16-69 - Certificates and certified copies to be received in evidence.
- § 7-16-7 - Execution of articles.
- § 7-16-70 - Parties to actions.
- § 7-16-71 - Unauthorized assumption of powers.
- § 7-16-72 - Severability.
- § 7-16-73 - Construction with other laws.
- § 7-16-74 - Forms to be furnished by secretary of state.
- § 7-16-75 - Reservation of power.
- § 7-16-8 - Filing.
- § 7-16-9 - Name – Fictitious business names.
- CHAPTER 7-2 - Business Corporations – Formation and Powers
- CHAPTER 7-3 - Business Corporations – Capital and Dividends
- CHAPTER 7-4 - Business Corporations – Officers, Directors, and Stockholders
- § 7-4-1 - , 7-4-2. [Repealed.].
- § 7-4-15 - Rights and liabilities surviving death of officer, director, or stockholder.
- § 7-4-16 - Survival of suits against officers, directors, and stockholders.
- § 7-4-17 - – 7-4-19. [Repealed.].
- § 7-4-3 - Voting on stock held by fiduciaries and pledgees.
- § 7-4-4 - – 7-4-14. [Repealed.].
- CHAPTER 7-5 - Business Corporations – Reorganization, Dissolution, and Sale of Assets
- CHAPTER 7-5.1 - Professional Service Corporations
- § 7-5.1-1 - Application of general corporation law.
- § 7-5.1-10 - Powers of regulatory agency.
- § 7-5.1-11 - Severability.
- § 7-5.1-12 - Short title.
- § 7-5.1-2 - Definitions.
- § 7-5.1-3 - Authority to practice.
- § 7-5.1-4 - Investments.
- § 7-5.1-5 - Eligibility of personnel – Transfer of stock.
- § 7-5.1-6 - Qualifications of employees.
- § 7-5.1-7 - Names.
- § 7-5.1-8 - Insurance required.
- § 7-5.1-9 - Privileged communications.
- CHAPTER 7-5.2 - Business Combination Act
- § 7-5.2-1 - Short title.
- § 7-5.2-2 - Legislative findings.
- § 7-5.2-3 - Definitions.
- § 7-5.2-4 - Approval of acquisitions.
- § 7-5.2-5 - Exemptions.
- § 7-5.2-6 - Effect of invalidity of part of this chapter.
- § 7-5.2-7 - Validation of rights plans.
- § 7-5.2-8 - Duties in response to acquisition proposals.
- CHAPTER 7-6 - Rhode Island Nonprofit Corporation Act
- § 7-6-1 - Short title.
- § 7-6-10 - Defense of ultra vires.
- § 7-6-100 - Certificates and certified copies to be received in evidence.
- § 7-6-101 - Forms to be furnished by secretary of state.
- § 7-6-102 - Greater voting requirements.
- § 7-6-103 - Waiver of notice.
- § 7-6-104 - Action by incorporators, members, or directors without a meeting.
- § 7-6-105 - Unauthorized assumption of corporate powers.
- § 7-6-106 - Reservation of power.
- § 7-6-107 - Effect of repeal of prior chapters.
- § 7-6-108 - Effect of invalidity of part of this chapter.
- § 7-6-11 - Corporate name.
- § 7-6-11.1 - Reservation of name – Transfer of reserved name.
- § 7-6-12 - Registered office and registered agent.
- § 7-6-13 - Change of registered office or registered agent.
- § 7-6-14 - Service of process on corporation.
- § 7-6-15 - Members.
- § 7-6-16 - Bylaws.
- § 7-6-17 - Bylaws and other powers in emergency.
- § 7-6-18 - Meetings of members.
- § 7-6-19 - Notice of members' meetings.
- § 7-6-2 - Definitions.
- § 7-6-20 - Voting.
- § 7-6-21 - Quorum.
- § 7-6-22 - Board of directors.
- § 7-6-23 - Number and election of directors.
- § 7-6-24 - Vacancies on board of directors.
- § 7-6-25 - Quorum of directors.
- § 7-6-26 - Committees.
- § 7-6-26.1 - Director conflicts of interest.
- § 7-6-27 - Place and notice of directors' meetings.
- § 7-6-28 - Officers.
- § 7-6-29 - Removal of officers.
- § 7-6-3 - Corporations to which this chapter applies.
- § 7-6-30 - Books and records.
- § 7-6-31 - Dividends prohibited.
- § 7-6-32 - Loans to directors prohibited.
- § 7-6-33 - Incorporators.
- § 7-6-34 - Articles of incorporation.
- § 7-6-35 - Filing of articles of incorporation.
- § 7-6-36 - Effect of issuance of certificate of incorporation.
- § 7-6-37 - Organization meetings.
- § 7-6-38 - Right to amend articles of incorporation.
- § 7-6-39 - Procedure to amend articles of incorporation.
- § 7-6-4 - Purposes.
- § 7-6-40 - Articles of amendment.
- § 7-6-41 - Effectiveness of amendment.
- § 7-6-42 - Restated articles of incorporation.
- § 7-6-43 - Procedure for merger.
- § 7-6-44 - Procedure for consolidation.
- § 7-6-45 - Approval of merger or consolidation.
- § 7-6-46 - Articles of merger or consolidation.
- § 7-6-47 - Effect of merger or consolidation.
- § 7-6-48 - Merger or consolidation of domestic and foreign corporations.
- § 7-6-49 - Sale, lease, exchange, or mortgage of assets.
- § 7-6-5 - General powers.
- § 7-6-50 - Voluntary dissolution.
- § 7-6-51 - Distribution of assets.
- § 7-6-52 - Plan of distribution.
- § 7-6-53 - Revocation of voluntary dissolution proceedings.
- § 7-6-54 - Articles of dissolution.
- § 7-6-55 - Filing of articles of dissolution.
- § 7-6-56 - Revocation of certificate of incorporation.
- § 7-6-57 - Issuance of certificate of revocation.
- § 7-6-58 - Withdrawal of certificate of revocation.
- § 7-6-59 - Appeal from revocation of articles of incorporation.
- § 7-6-6 - Indemnification.
- § 7-6-60 - Jurisdiction of court to liquidate assets and affairs of the corporation.
- § 7-6-61 - Procedure in liquidation of corporation by court.
- § 7-6-62 - Qualification of receivers.
- § 7-6-63 - Filing of claims in liquidation proceedings.
- § 7-6-64 - Discontinuance of liquidation proceedings.
- § 7-6-65 - Decree of involuntary dissolution.
- § 7-6-66 - Filing of decree of dissolution.
- § 7-6-67 - Deposits with general treasurer.
- § 7-6-68 - Survival of remedy after dissolution.
- § 7-6-69 - Continuation of certain corporate powers.
- § 7-6-7 - Guarantee authorized by members.
- § 7-6-70 - Admission of foreign corporation.
- § 7-6-71 - Powers of foreign corporation.
- § 7-6-72 - Corporate name of foreign corporation.
- § 7-6-73 - Change of name by foreign corporation.
- § 7-6-74 - Application for certificate of authority.
- § 7-6-75 - Filing of application for certificate of authority.
- § 7-6-76 - Effect of certificate of authority.
- § 7-6-77 - Registered office and registered agent of foreign corporation.
- § 7-6-78 - Change of registered office or registered agent of foreign corporation.
- § 7-6-79 - Service of process on foreign corporation.
- § 7-6-8 - Limiting powers of certain corporations.
- § 7-6-80 - Amendment to articles of incorporation of foreign corporation.
- § 7-6-81 - Merger of foreign corporation authorized to conduct affairs in this state.
- § 7-6-82 - Amended certificate of authority.
- § 7-6-83 - Withdrawal of foreign corporation.
- § 7-6-84 - Filing of application for withdrawal.
- § 7-6-85 - Revocation of certificate of authority.
- § 7-6-86 - Issuance of certificate of revocation.
- § 7-6-87 - Withdrawal of certificates of revocation.
- § 7-6-88 - Appeal from revocation of certificate of authority.
- § 7-6-89 - Conducting affairs without certificate of authority.
- § 7-6-9 - Exemption from liability.
- § 7-6-90 - Annual report of domestic and foreign corporations.
- § 7-6-91 - Filing of annual report of domestic and foreign corporations.
- § 7-6-92 - Fees for filing documents and issuing certificates.
- § 7-6-93 - Miscellaneous charges.
- § 7-6-94 - Penalties imposed upon corporation.
- § 7-6-95 - Penalties imposed upon directors and officers.
- § 7-6-96 - Interrogatories by secretary of state.
- § 7-6-97 - Information disclosed by interrogatories.
- § 7-6-98 - Powers of secretary of state.
- § 7-6-99 - Appeal from secretary of state.
- CHAPTER 7-6.1 - Cooperative Housing Corporations
- § 7-6.1-1 - Purpose of chapter.
- § 7-6.1-10 - Articles or bylaws.
- § 7-6.1-11 - Net savings – Apportionment.
- § 7-6.1-12 - Termination of proprietary leases.
- § 7-6.1-13 - Loans.
- § 7-6.1-2 - Applicability of chapter – Amendment of articles of incorporation to comply with chapter.
- § 7-6.1-3 - Cooperative housing corporations subject to certain laws.
- § 7-6.1-4 - Definitions.
- § 7-6.1-5 - Applicability of other laws – Conflict of laws.
- § 7-6.1-6 - Articles of organization.
- § 7-6.1-7 - Name.
- § 7-6.1-8 - Name – Forfeiture – Judicial action.
- § 7-6.1-9 - Power to make, amend, or repeal bylaws.
- CHAPTER 7-7 - Producers' Cooperatives
- § 7-7-1 - Definitions.
- § 7-7-10 - Voting rights.
- § 7-7-11 - Limited liability of members and stockholders.
- § 7-7-12 - Transfer of stock.
- § 7-7-13 - Restriction on dividends.
- § 7-7-14 - Directors – Meetings of association.
- § 7-7-15 - Amendment of articles.
- § 7-7-16 - Marketing contract – Enforcement.
- § 7-7-17 - Annual report – Examination of books.
- § 7-7-18 - Federation and cooperation between associations.
- § 7-7-19 - Use of name restricted to associations under chapter.
- § 7-7-2 - Power to form associations.
- § 7-7-20 - Application of general corporation law.
- § 7-7-21 - Annual tax.
- § 7-7-22 - Previously incorporated associations.
- § 7-7-3 - Contents and filing of articles of association.
- § 7-7-4 - Incorporation fee – Certificate – Articles as evidence.
- § 7-7-5 - Associations deemed nonprofit.
- § 7-7-6 - General powers of associations.
- § 7-7-7 - Bylaws.
- § 7-7-8 - Qualifications of members.
- § 7-7-9 - Membership certificates – Settlement on termination of membership.
- CHAPTER 7-8 - Consumers' Cooperatives
- § 7-8-1 - Short title.
- § 7-8-10 - Contents of bylaws.
- § 7-8-11 - Meetings of members.
- § 7-8-12 - Voting rights.
- § 7-8-13 - Proxy and mail votes.
- § 7-8-14 - Mail voting included in statutory provisions.
- § 7-8-15 - Apportionment of directors among units.
- § 7-8-16 - Restriction on dividends.
- § 7-8-17 - Membership of organizations – Payment of capital as prerequisite to membership.
- § 7-8-18 - Share and membership certificates.
- § 7-8-19 - Application of corporation and franchise taxes to associations without stock.
- § 7-8-2 - Definitions.
- § 7-8-20 - Association's pre-emptive right to repurchase shares.
- § 7-8-21 - Transfer of holdings.
- § 7-8-22 - Recall of shares.
- § 7-8-23 - Impairment of solvency prohibited.
- § 7-8-24 - Expulsion of members.
- § 7-8-25 - Exemption of holdings from attachment.
- § 7-8-26 - Apportionment of net savings.
- § 7-8-27 - Contents of annual report.
- § 7-8-28 - Distribution of assets on dissolution.
- § 7-8-29 - Bonding of officers and employees.
- § 7-8-3 - Authorized purposes.
- § 7-8-30 - Annual audit of books.
- § 7-8-31 - Exemption from securities law.
- § 7-8-32 - Acceptance of chapter by cooperatives formed under other law.
- § 7-8-33 - Use of word "cooperative".
- § 7-8-34 - Inapplicable law.
- § 7-8-35 - Severability.
- § 7-8-4 - Application of general corporation law.
- § 7-8-5 - Federation and cooperation between associations.
- § 7-8-6 - Contents of articles of association.
- § 7-8-7 - Name of association.
- § 7-8-8 - Fee payable to secretary of state by nonstock corporation.
- § 7-8-9 - Amendment of articles.
- CHAPTER 7-9 - Additional Powers Of Corporations
- § 7-9-1 - Power to enter guaranty and suretyship contracts.
- § 7-9-2 - Power to execute bonds and obligations.
- § 7-9-3 - Acceptance of corporate bond as sole surety.
- § 7-9-4 - Purpose of provisions.
- § 7-9-5 - Allowance of bonding costs in accounts.
- § 7-9-6 - Premiums for bonds payable to state.
- § 7-9-7 - Estoppel of corporation to deny authority.
- § 7-9-8 - – 7-9-12. [Repealed.].