Chapter 22 - NONPROFIT CORPORATIONS-FORMATION AND GENERAL POWERS
- Section 47-22-1 - Definitions
- Section 47-22-2 - Applicability to domestic corporations
- Section 47-22-2.1 - Applicability to corporations existing prior to 1965
- Section 47-22-3 - Applicability to foreign corporations
- Section 47-22-4 - Purposes and authority of corporations-Particular purposes-Exceptions
- Section 47-22-5 - Incorporators-Articles of incorporation
- Section 47-22-6 - Contents of articles of incorporation-Necessary recitals
- Section 47-22-7 - Corporate name-Indication of purpose
- Section 47-22-8 - [Repealed]
- Section 47-22-8.1 - Use of same or similar name prohibited-Non-English name to be transliterated
- Section 47-22-9 - Reservation of name-Parties entitled to reserve
- Section 47-22-10 - Procedure for reservation of name-Maximum time of reservation
- Section 47-22-11 - Transfer of reserved right-Notification to secretary of state
- Section 47-22-12 - Articles of incorporation-Endorsement and filing by secretary of state-Issuance of certificate of incorporation
- Section 47-22-13 - Commencement of corporate existence-Certificate as conclusive evidence of compliance-Exceptions
- Section 47-22-14 - Amending articles of incorporation
- Section 47-22-15 - Procedure for amendment
- Section 47-22-16 - Resolution of amendment-Submission to members at meeting-Notice of meeting-Contents of notice-Written notice of adoption required-Majority vote required
- Section 47-22-17 - Procedure in absence of members entitled to vote-Adoption of amendment by board of directors
- Section 47-22-18 - Submission of more than one amendment
- Section 47-22-19 - Articles of amendment-Contents of articles
- Section 47-22-20 - Delivery to secretary of state-Fees-Endorsement and filing-Issuance of certificate of amendment
- Section 47-22-21 - Effective date of amendment
- Section 47-22-22 - Preexisting actions unaffected-Change of name as not abating action
- Section 47-22-23 - Restatement of articles of incorporation-Procedure
- Section 47-22-24 - Resolution of restatement-Submission to members
- Section 47-22-25 - Notice of proposed restatement-Contents of notice
- Section 47-22-26 - Vote of membership-Majority vote required
- Section 47-22-27 - Procedure in absence of members entitled to vote-Adoption of restatement by board of directors
- Section 47-22-28 - Approval of restated articles-Contents of articles-Delivery to secretary of state
- Section 47-22-28.1 - Restated articles may incorporate proposed amendments-Conditions
- Section 47-22-29 - Approval by secretary of state-Fees-Endorsement and filing-Issuance of restated certificate of incorporation
- Section 47-22-30 - Effective date of restated articles
- Section 47-22-31 - Meeting of first board of directors-Organization meeting-Notice of meeting
- Section 47-22-32 - First meeting of members-Notice of meeting
- Section 47-22-33 - Adoption of initial bylaws-Amendment of bylaws-Permissible contents of bylaws
- Section 47-22-33.1 - Method of providing notice to members or directors
- Section 47-22-34 - Changing number of board of directors-Bylaws controlling absent provision in articles
- Section 47-22-35 - Emergency bylaws-Conditions creating emergency
- Section 47-22-36 - Provisions of emergency bylaws-Meetings of directors-Attendance-Priorities
- Section 47-22-37 - Modification of lines of succession during emergency
- Section 47-22-38 - Changing head office during emergency
- Section 47-22-39 - Duration of emergency bylaws
- Section 47-22-40 - Notice of meetings during emergency-Quorum
- Section 47-22-41 - Liability for actions during emergency-Willful misconduct
- Section 47-22-42 to 47-22-51 - [Repealed]
- Section 47-22-52 - Powers of corporation-Perpetual succession
- Section 47-22-53 - Powers of corporation-Capacity to sue and be sued
- Section 47-22-54 - Powers of corporation-Corporate seal
- Section 47-22-55 - Powers of corporation-Dealing in real or personal property
- Section 47-22-56 - Powers of corporation-Disposal of corporate assets
- Section 47-22-57 - Powers of corporation-Lending money
- Section 47-22-58 - Powers of corporation-Securities holdings-Government obligations
- Section 47-22-59 - Powers of corporation-Contracting-Borrowing-Issuance of securities
- Section 47-22-60 - Powers of corporation-Lending-Investing-Property holding
- Section 47-22-61 - Powers of corporation-Extraterritorial operations
- Section 47-22-62 - Powers of corporation-Officers and agents
- Section 47-22-63 - Powers of corporation-Adoption of bylaws
- Section 47-22-64 - Powers of corporation-Donations-Wartime donations
- Section 47-22-65 - [Repealed]
- Section 47-22-65.1 - Powers of corporation-Indemnification-Defense of actions
- Section 47-22-65.2 - Indemnification against expenses and attorneys' fees
- Section 47-22-65.3 - Authorization of indemnification-Requirements-Manner of determination
- Section 47-22-65.4 - Authorization of payment of expenses prior to final disposition of action-Receipt of undertaking-Terms and conditions
- Section 47-22-65.5 - Indemnification not exclusive of other rights-Continuation of benefits to former employees-Benefits to deceased employees
- Section 47-22-65.6 - Powers of corporation-Purchase and maintenance of liability insurance
- Section 47-22-65.7 - Corporation defined
- Section 47-22-65.8 - Definition of other terms
- Section 47-22-66 - Powers of corporation-Pension plans
- Section 47-22-67 - Powers of corporation-Cessation of activities
- Section 47-22-68 - Powers of corporation-Other powers
- Section 47-22-68.1 - Restrictions on private foundations-Definition of terms
- Section 47-22-68.2 - Restrictive provisions as to income and property deemed incorporated in foundation charter
- Section 47-22-68.3 - Self-dealing by foundation prohibited
- Section 47-22-68.4 - Distributions required of foundation
- Section 47-22-68.5 - Excess business holdings prohibited to foundation
- Section 47-22-68.6 - Investments which jeopardize charitable purpose prohibited to foundation
- Section 47-22-68.7 - Taxable expenditures prohibited to foundation
- Section 47-22-68.8 - Judicial determination that required restrictions would be contrary to charter
- Section 47-22-68.9 - State powers over corporation unimpaired
- Section 47-22-69 - Ultra vires unavailable to invalidate transfers of property
- Section 47-22-70 - Circumstances under which ultra vires may be asserted-Actions by members or directors-Injunctions
- Section 47-22-71 - Circumstances under which ultra vires may be asserted-Actions by corporation against officers or directors
- Section 47-22-72 - Circumstances under which ultra vires may be asserted-Actions by attorney general to dissolve or enjoin corporation
- Section 47-22-73 - Unauthorized acting as corporation-Liability
- Section 47-22-74 - Legislative power to prescribe additional regulations
- Section 47-22-74.1 - Privacy protection policy for social security numbers of volunteers
- Section 47-22-75 - Prior incorporations validated-Previously pending actions
- Section 47-22-76 - Rights vested under prior statutes unaffected
- Section 47-22-77 - Severability and saving clause
- Section 47-22-78 - Citation of nonprofit corporation law