MISSISSIPPI NONPROFIT CORPORATION ACT
- Section 79-11-101 - Short title
- Section 79-11-103 - Amendments and repeals
- Section 79-11-105 - Requirements for filing of documents
- Section 79-11-107 - [Effective Until 7/1/2024] Secretary may prescribe forms
- Section 79-11-107 - [Effective 7/1/2024] Secretary may prescribe forms
- Section 79-11-109 - [Effective Until 7/1/2024] Filing fees; fee for serving process upon Secretary of State; fees for copying and certifying copy of filed document
- Section 79-11-109 - [Effective 7/1/2024] Filing fees; fee for serving process upon Secretary of State; fees for copying and certifying copy of filed document
- Section 79-11-111 - Effective date of filed documents
- Section 79-11-113 - Correction of filed documents
- Section 79-11-115 - Secretary of State to file documents; refusal to file document; filing of documents as ministerial
- Section 79-11-117 - Appeal of refusal to file document
- Section 79-11-119 - Certified copy of document as conclusive evidence of filing
- Section 79-11-121 - [Effective Until 7/1/2024] Certificate of existence, application for; contents of; conclusive evidence of good standing
- Section 79-11-121 - [Effective 7/1/2024] Certificate of existence, application for; contents of; conclusive evidence of good standing
- Section 79-11-123 - Signing false document which is to be filed as offense; penalty
- Section 79-11-125 - Secretary granted power to perform duties
- Section 79-11-127 - Definitions
- Section 79-11-129 - [Effective Until 7/1/2024] Notice, types; when effective; how addressed; electronic communications
- Section 79-11-129 - [Effective 7/1/2024] Notice, types; when effective; how addressed; electronic communications
- Section 79-11-131 - Petition to chancery court for alternative method for calling or conducting meeting of corporation members, delegates, or directors, or for obtaining their consent
- Section 79-11-133 - Notice to Attorney General of commencement of certain proceedings
- Section 79-11-135 - Persons who may act as incorporators
- Section 79-11-137 - Contents of articles of incorporation
- Section 79-11-139 - When corporate existence begins; filing of articles of incorporation as conclusive proof that conditions of incorporation satisfied
- Section 79-11-141 - Liability for purporting to act for corporation where incorporation has not occurred
- Section 79-11-143 - Organizational meeting after incorporation; written consents in lieu of organizational meeting
- Section 79-11-145 - Bylaws
- Section 79-11-147 - Emergency bylaws; emergency defined
- Section 79-11-149 - Activities for which corporations may be organized
- Section 79-11-151 - Powers of corporation
- Section 79-11-153 - Emergency powers of board of directors; notice during emergency; officers may be deemed directors during emergency; effect of emergency corporate action; emergency defined
- Section 79-11-155 - Challenge to corporation's power to act
- Section 79-11-157 - Corporate name
- Section 79-11-159 - Reserving exclusive use of corporate name; transferring reserved corporate name
- Section 79-11-161 - [Repealed]
- Section 79-11-163 - [Repealed]
- Section 79-11-165 - [Repealed]
- Section 79-11-167 - [Repealed]
- Section 79-11-169 - [Repealed]
- Section 79-11-171 - Admission of person as member of corporation
- Section 79-11-173 - Consideration for admission of members to corporation
- Section 79-11-175 - Corporation not required to have members
- Section 79-11-177 - Rights and obligations of members
- Section 79-11-179 - Transfer of membership or right arising therefrom
- Section 79-11-181 - Liability of members for acts, debts, liabilities, or obligations of corporation
- Section 79-11-183 - Liability of members for dues, assessments or fees
- Section 79-11-185 - Actions by creditors to reach liability of member to corporation
- Section 79-11-187 - Resignation of member
- Section 79-11-189 - Expulsion or suspension of member or termination or suspension of membership
- Section 79-11-191 - Purchase by corporation of membership of member who resigns or whose membership is terminated
- Section 79-11-193 - Proceedings brought on behalf of domestic or foreign corporation
- Section 79-11-195 - Delegates
- Section 79-11-197 - Annual membership meeting
- Section 79-11-199 - Special meetings of members
- Section 79-11-201 - Court-ordered meeting of members
- Section 79-11-203 - Approval of action by members without holding meeting of members
- Section 79-11-205 - Notice of meetings of members; notice of adjourned meetings
- Section 79-11-207 - Waiver of notice requirements by member
- Section 79-11-209 - Record date
- Section 79-11-211 - Corporate action taken by ballot without meeting
- Section 79-11-213 - Preparation of list of members entitled to notice of meeting and members entitled to vote at meeting; list to be open for inspection; court may order inspection and copying of lists
- Section 79-11-215 - Each member to have one vote
- Section 79-11-217 - Quorum requirements
- Section 79-11-219 - Votes required for member action
- Section 79-11-221 - Voting by proxy
- Section 79-11-223 - Cumulative voting
- Section 79-11-225 - Method of election of directors
- Section 79-11-227 - Acceptance or rejection of vote, consent, waiver or proxy appointment
- Section 79-11-229 - Voting agreements between members
- Section 79-11-231 - Board of directors; persons authorized to exercise some or all of powers of board
- Section 79-11-233 - Qualifications for directors
- Section 79-11-235 - Number of directors
- Section 79-11-237 - Election, appointment or designation of directors
- Section 79-11-239 - Term of office of directors
- Section 79-11-241 - Staggering terms of directors
- Section 79-11-243 - Resignation of director
- Section 79-11-245 - Removal of directors
- Section 79-11-247 - Removal of designated director or appointed director
- Section 79-11-249 - Removal of director by court proceeding
- Section 79-11-251 - Filling of vacancy in board of directors
- Section 79-11-253 - Compensation of directors
- Section 79-11-255 - Meetings of board of directors
- Section 79-11-257 - Action taken by board of directors without meeting
- Section 79-11-259 - Notice of regular and special meetings of board of directors
- Section 79-11-261 - Waiver of notice of meeting of board of directors
- Section 79-11-263 - Quorum of board of directors; director present at meeting deemed to have assented to action taken; exceptions
- Section 79-11-265 - Committees of board of directors
- Section 79-11-267 - Director to act in best interests of corporation; director's reliance upon others for information; liability of directors
- Section 79-11-269 - Conflict of interest transaction
- Section 79-11-270 - Liability of director for unlawful distribution
- Section 79-11-271 - Officers of corporation
- Section 79-11-273 - Duties of officers
- Section 79-11-275 - Officers to act in best interests of corporation; reliance upon others for information; liability of officers
- Section 79-11-277 - Resignation or removal of officer
- Section 79-11-279 - Contract rights between officer and corporation
- Section 79-11-281 - Indemnification of director, officer, employee, or agent
- Section 79-11-282 - Restrictions on corporate loans; borrower's liability
- Section 79-11-283 - [Effective Until 7/1/2024] Recordkeeping requirements
- Section 79-11-283 - [Effective 7/1/2024] Recordkeeping requirements
- Section 79-11-285 - Members' right to inspect and copy corporation records; requirements
- Section 79-11-287 - Conditions on right to inspect; member's agent or attorney has right to inspect and copy records; means of copying records; charges for copying documents by corporation; lists which satisfy demand for record of members
- Section 79-11-289 - Court-ordered inspection where corporation does not allow member to inspect and copy records
- Section 79-11-291 - Restrictions on use of membership lists
- Section 79-11-293 - Authorization for making distributions; conditions for corporation to purchase memberships
- Section 79-11-295 - Authorization to amend articles of incorporation
- Section 79-11-297 - Amendment of articles of incorporation prior to corporation's acquisition of members
- Section 79-11-299 - Amendments to articles of incorporation which may be adopted by board of directors without action by members
- Section 79-11-301 - Procedures for making amendments to articles of incorporation
- Section 79-11-303 - Amendments to articles affecting members of class to be voted on by members of such class
- Section 79-11-305 - Filing of amendments to articles of incorporation
- Section 79-11-307 - Restatement of articles of incorporation
- Section 79-11-309 - Amendments to articles of incorporation to carry out court ordered reorganization
- Section 79-11-311 - Amendments to articles of incorporation not to affect legal status of corporation
- Section 79-11-313 - Adoption of amendments to bylaws where corporation has no members
- Section 79-11-315 - Approval of amendments to bylaws where corporation has members
- Section 79-11-317 - Amendments to bylaws affecting class of members to be voted on by such class
- Section 79-11-319 - Plan of merger of corporations
- Section 79-11-321 - Approval of plan of merger; abandonment of plan of merger
- Section 79-11-323 - Filing of articles of merger
- Section 79-11-325 - Effects of merger
- Section 79-11-327 - Merger of foreign corporation with domestic corporation
- Section 79-11-329 - Sale, lease, exchange, or other disposition of property in regular course of business; mortgaging or otherwise encumbering property
- Section 79-11-331 - Sale, lease, exchange, or other disposition of property not in regular course of business
- Section 79-11-333 - Dissolution by incorporators or directors of corporation that has no members
- Section 79-11-335 - Approval of dissolution by board of directors or members; notice requirements
- Section 79-11-336 - Application and distribution of assets of voluntarily dissolving corporation
- Section 79-11-337 - Contents and filing of articles of dissolution
- Section 79-11-339 - Revocation of dissolution
- Section 79-11-341 - Winding up and liquidation
- Section 79-11-343 - Disposition of known claims against dissolved corporation
- Section 79-11-345 - Notice of dissolution and request for presentation of claims against corporation; statute of limitations; enforcement of claims
- Section 79-11-347 - [Effective Until 7/1/2024] Administrative dissolution by Secretary of State, grounds for
- Section 79-11-347 - [Effective 7/1/2024] Administrative dissolution by Secretary of State, grounds for
- Section 79-11-349 - Administrative dissolution, procedures
- Section 79-11-351 - Reinstatement after administrative dissolution
- Section 79-11-353 - Denial of application for reinstatement following administrative dissolution; appeals
- Section 79-11-355 - Dissolution by court order; parties who may bring action; grounds for court-ordered dissolution
- Section 79-11-357 - Court-ordered dissolution, venue; appropriate party defendants; authority of court with respect to
- Section 79-11-359 - Issuance of injunctions; appointment of receivers or custodians; application and distribution of corporation assets or proceeds from sale or other disposition
- Section 79-11-361 - Decree of judicial dissolution
- Section 79-11-363 - Foreign corporations, authority to transact business; transacting business defined
- Section 79-11-365 - Foreign corporation transacting business without certificate of authority not to maintain proceeding in any court; stay of proceeding until certificate obtained; penalty for transacting business without certificate of authority
- Section 79-11-367 - Foreign corporation, application for certificate of authority
- Section 79-11-369 - Foreign corporation, amended certificate of authority
- Section 79-11-371 - Effect of certificate of authority
- Section 79-11-373 - Corporate name of foreign corporation
- Section 79-11-375 - [Repealed]
- Section 79-11-377 - [Repealed]
- Section 79-11-379 - [Repealed]
- Section 79-11-381 - Service of process, demand or notice on foreign corporation
- Section 79-11-383 - Withdrawal of foreign corporation
- Section 79-11-385 - [Effective Until 7/1/2024] Revocation of certificate of authority of foreign corporation, grounds
- Section 79-11-385 - [Effective 7/1/2024] Revocation of certificate of authority of foreign corporation, grounds
- Section 79-11-387 - [Effective Until 7/1/2024] Issuance of certificate of revocation
- Section 79-11-387 - [Effective 7/1/2024] Issuance of certificate of revocation
- Section 79-11-389 - Appeal of revocation
- Section 79-11-391 - Status report of corporation
- Section 79-11-393 - Rural water companies, special requirements
- Section 79-11-394 - Rural waterworks corporations; financial reports; contents; notice; failure to file report; notice of annual meeting
- Section 79-11-395 - Application to pre-existing domestic nonprofit, nonshare corporations
- Section 79-11-397 - Application to pre-existing foreign corporations authorized to transact business
- Section 79-11-399 - Effect of repeal of prior statutes
- Section 79-11-401 - Application to religious corporations
- Section 79-11-403 - Certain provisions inapplicable to religious corporations; religious doctrine controlling in case of inconsistencies
- Section 79-11-405 - Nonprofit corporation to notify Secretary of State of determination, suspension or revocation of exemption from tax as Section 501(c)(3) organization