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PART I
TITLE XXII
CHAPTER 156
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PART I
ADMINISTRATION OF THE GOVERNMENT
(Chapters 1 through 182)
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TITLE XXII
CORPORATIONS
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CHAPTER 156
BUSINESS CORPORATIONS
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Section 1
Definitions
Section 2
Scope of chapter
Section 3
Corporations not within application of chapter; adoption of chapter
Section 4
Powers
Section 5
Holding stock in other corporations; prohibitions
Section 6
Agreement of association; contents
Section 7
Corporations dealing with real estate; duration
Section 8
First meeting; notice; service; waiver of notice
Section 9
Organization; selection of temporary clerk; adoption of by-laws; election of officers
Section 10
Oath to articles by directors; liability to stockholders
Section 11
Approval by secretary of corporation documents; filing of articles
Section 12
Certificate of incorporation
Section 13
Scope of by-laws
Section 14
Creation and issuance of shares
Section 15
Consideration for capital stock; instalment payments
Section 16
Issuance of unissued balance of authorized capital stock; approval; filing
Section 17
Validation of issue not submitted for approval
Section 18
Payment of subscriptions
Section 19
Subscriptions in default; sale of rights to subscribe
Section 20
Instalments in default; sale of rights to shares
Section 21
Management of corporation
Section 22
Election or appointment of officers; terms; qualifications
Section 23
Manufacturing corporations; election of directors by employees
Section 24
Certificate of changes; submission to secretary; filing; penalty
Section 25
Board of directors; powers
Section 26
Executive committee of board; duties
Section 27
Meetings of board of directors
Section 28
Stockholders meetings; time; place; notice; quorum; waiver of notice
Section 29
Change in date of annual meeting
Section 30
Special meetings
Section 31
Corporate voting of own shares
Section 32
Voting rights; proxies
Section 33
Certificates; signatures; seal; limitations and preferences
Section 34
Replacement of lost or destroyed certificates
Section 35
Reduction of capital stock; services rendered by operatives; liability; disproportionate payments by a stockholder; contribution
Section 36
Officers’ liability
Section 37
Directors’ liability
Section 38
Conditions to liability; enforcement of liability
Section 39
Discontinuance of suit; non-joinder of persons liable; death of defendant
Section 40
Apportionment of assessment
Section 41
Increase or reduction of capital stock; changes of location; change of par value of capital stock; dissolution proceedings
Section 41A
Change in number of shares without par value
Section 41B
Change in number of shares with par value
Section 41C
Change of shares without par value to par value shares
Section 42
Change of structure; conveyance of property
Section 43
Approval of amendments or alterations; fees
Section 44
Increase in capital stock in accordance with Sec. 41 or 41C; content of articles
Section 45
Reduction of capital stock in accordance with Sec. 41 or 41C; content of articles
Section 46
Sale, lease or exchange of property and assets; remedy of dissenting stockholder
Section 46A
Definitions; organizations authorized to merge; method; effect of merger
Section 46B
Corporations authorized to consolidate; method
Section 46C
Effect of consolidation
Section 46D
Domestic and foreign corporations; method; liability of directors
Section 46E
Consolidations; remedy of dissenting shareholders
Section 46F
Certificates of merger or consolidation; issuance by state secretary
Section 47
Time; content
Section 48
Approval; filing; public inspection
Section 49
Repealed, 1977, 98, Sec. 3
Section 50
Failure to file; penalty
Section 51
Conditions to appointment
Section 52
Failure to file certificates or reports
Section 53
Filing of articles of organization; fees
Section 54
Certain certificates; determination of fees
Section 55
Other amendments, certificates, statements and reports
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