MCL - Index of Act 162 of 1982

NOTE: Dates reflect any modification to item, not necessarily a change in law.
Title Subject
Act 162 of 1982 NONPROFIT CORPORATION ACT (450.2101 - 450.3192)
162-1982-1 CHAPTER 1 (450.2101...450.2151)
Section 450.2101 Short title.
Section 450.2103 Construction and application of act.
Section 450.2104 Definitions generally.
Section 450.2105 Definitions; A, B.
Section 450.2106 Definitions; C to E.
Section 450.2107 Definitions; F.
Section 450.2108 Definitions; M to P.
Section 450.2109 Definitions; S.
Section 450.2110 Definitions; V.
Section 450.2121 Corporations to which act applicable; corporation formed under predecessor act.
Section 450.2122 Statutory reference to repealed act as reference to this act; statutes inapplicable to domestic corporation; uniform voidable transactions act inapplicable to distributions.
Section 450.2123 Applicability to corporation formed under other act not repealed by this act; organizations to which act inapplicable.
Section 450.2124 Requirements of other acts not modified; compliance; inconsistency between acts.
Section 450.2125 Applicability to commerce with foreign nations and among several states, and to corporations formed by act of congress.
Section 450.2127 Effect of act on existing corporation, cause of action, liability, penalty, action, or special proceeding.
Section 450.2129 Supplementation, alteration, amendment, or repeal of act by legislature.
Section 450.2131 Submission of documents; delivery; endorsement; indexing; returning copy or original; public inspection; maintenance of records and files; reproductions; effective date of document; fees.
Section 450.2132 English language; signatures; contents of documents.
Section 450.2133 Correction of document; certificate; effective date of corrected document.
Section 450.2141 Taking action without notice and without lapse of prescribed period of time; waiver.
Section 450.2142 Dispensing with notice or communication to person with whom communication unlawful; affidavit, certificate, or other instrument.
Section 450.2143 Giving notice or communication by mail; electronic transmission as written notice; delivery of notice or documents to common address; delivery of notice to resident agent; "address" defined.
Section 450.2151 Failure of administrator to file document promptly; notice of failure to file; posting notice on website or sending by mail or electronic mail address; refusal or revocation of authorization of foreign corporation to conduct affairs in state; judicial review.
162-1982-2 CHAPTER 2 (450.2201...450.2275)
Section 450.2201 Incorporators; signing and filing articles of incorporation.
Section 450.2202 Articles of incorporation; contents.
Section 450.2204 Articles of incorporation; provision pertaining to proposed compromise or arrangement or reorganization between corporation and creditors or shareholders.
Section 450.2205 Articles of incorporation; including provision of MCL 450.2204; effect on creditors, shareholders, or members of corporation; administration and enforcement of provision by circuit court; restraining actions and proceedings against corporation; appointment and powers of temporary receiver.
Section 450.2209 Articles of incorporation; additional provisions; liability of director or volunteer officer.
Section 450.2212 Corporate name.
Section 450.2213 Assuming name that implies corporation is banking corporation, insurance or surety company, or trust company prohibited.
Section 450.2215 Reservation of right to use corporate name; application; duration; expiration; transfer of right to exclusive use of reserved corporate name.
Section 450.2217 Conduct of affairs under assumed name or names other than corporate name; certificate of assumed name; duration; extensions; notification of impending expiration; enterprises participating together in partnership or joint venture; transfer or use of assumed name in merger or conversion.
Section 450.2221 Corporate existence to begin on effective date of articles of incorporation; filing as conclusive evidence that conditions precedent fulfilled and corporation formed; exception.
Section 450.2223 Selection of board and adoption of bylaws; first meeting; notice; quorum; transaction of business.
Section 450.2231 Bylaws; adoption; amendment or repeal; contents.
Section 450.2241 Registered office; resident agent.
Section 450.2242 Change of registered office or resident agent; statement.
Section 450.2243 Resident agent; resignation; notice; appointment of successor; termination of appointment of resigning resident agent; registered office of corporation.
Section 450.2246 Resident agent; service of process, notice, or demand; resident agent as agent of director or officer in certain action; forwarding process to director or officer; electronic transmission of notice.
Section 450.2251 Corporate purposes; conduct of lawful activities during war or national emergency.
Section 450.2261 Corporate powers; inconsistency between certain acts; corporate existence in perpetuity; fixed limitation or term; waiver of right to perpetual existence; nonprofit power corporation; public school academy; providing services in learned profession; personal liability and accountability for negligent or wrongful acts or misconduct; indemnification.
Section 450.2262 Existing incorporated association or society operating as corporation subject to act; payment of death or sick benefits; reserves; rules; investment of funds securing reserves; statement required of evidence of obligation to pay death and sick benefits.
Section 450.2271 Act of corporation and transfer of property to or by corporation not invalid where corporation without capacity or power; assertion of lack of capacity or power.
Section 450.2275 Agreement to pay rate of interest in excess of legal rate; defense of usury prohibited.
162-1982-3 CHAPTER 3 (450.2301...450.2392)
Section 450.2301 Payment or distribution of assets, income, or profit; conferring benefits on shareholders or members; transfer of money or property to or for benefit of directors or officers; dividends or distributions to shareholders or members; corporation charging fees or prices for services or products; use, conveyance, or distribution of assets held by corporation for noncharitable purposes; prohibition.
Section 450.2302 Corporation organized upon nonstock basis.
Section 450.2303 Corporation organized on stock basis; issuance of shares authorized in articles of incorporation; rules of qualification and government of shareholders.
Section 450.2303a Corporation board organized on stock basis; amendment of articles of incorporation deleting reference to par value.
Section 450.2303b Conversion of shares into shares of any class or bonds; conversion of bonds into other bonds or shares; authorization of board to increase authorized shares.
Section 450.2303c Issuance of bonds convertible into shares or shares convertible into other shares of corporation; condition; cancellation of converted bonds; restoration of converted shares.
Section 450.2303d Shares redeemable in cash, bonds, securities, or other property; prices and conditions.
Section 450.2304 Corporation organized on membership basis; provisions of articles or bylaws; rights, preferences, and limitations of or on members; classes of members; voting rights; condominium association; homeowners or property owners association; transferability and termination of membership; rules of qualification and government; limitations on membership.
Section 450.2305 Corporation organized on directorship basis; members; voting; matters subject to action by board of directors.
Section 450.2307 Subscription for shares or membership; enforceability; irrevocability; acceptance; consent to revocation; subscription agreement.
Section 450.2308 Subscription for shares or membership; payment; installments; call for payment ratable; retention of security interest as security for performance by subscriber.
Section 450.2309 Default in payment of amount due under subscription agreement; rights and duties of corporation; limiting and adding to rights and remedies of corporation.
Section 450.2310 Rescission of subscription under which part of shares issued and in which security interest retained as cancellation of shares.
Section 450.2311 Fees or dues required as condition of shareholding or membership; fixing; enforcement.
Section 450.2312 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2313 Corporation, foreign corporation, business corporation, foreign business corporation, limited liability company, unincorporated association, partnership, or other person as shareholder or member; officers and directors as director of corporation; rights, powers, privileges, and liabilities of shareholders or members.
Section 450.2314 Corporation organized on stock basis; issuance of shares; powers.
Section 450.2315 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2317 Person purchasing shares of corporation; person holding stock or membership in fiduciary or representative capacity; person becoming assignee, transferee, or pledgee of shares or membership; liability.
Section 450.2327 Charges and expenses of organization or reorganization; sale or underwriting expenses and compensation; payment or allowance.
Section 450.2331 Representation of shares by certificates; signatures of officers; seal; facsimiles.
Section 450.2332 Certificate representing shares; required statements.
Section 450.2334 Lost or destroyed certificate; issuance of new certificate; bond.
Section 450.2336 Authorization of shares without certificates.
Section 450.2338 Issuing fractions of shares; powers of corporation; providing opportunity to purchase additional fractions of share or scrip.
Section 450.2341a Issuance of shares pro rata and without consideration; issuance of shares as share dividend; "share dividend" defined.
Section 450.2343 Preemptive right of shareholder of corporation organized on stock basis to acquire unissued shares; extent; statement; principles; "shares" defined.
Section 450.2344 Acquisition of own shares or memberships; amendment of articles of incorporation.
Section 450.2345 Distributions to shareholders or members.
Section 450.2361 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2363 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2365 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2371 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2391 Conferring voting and inspection rights upon bond holders; signatures of officers.
Section 450.2392 Applicability of chapter to distributions made in dissolution under chapter 8.
162-1982-4 CHAPTER 4 (450.2401...450.2497)
Section 450.2401 Meetings of shareholders or members; location.
Section 450.2402 Annual meeting of shareholders or members for election of directors and conduct other business; failure to hold meeting at designated time or elect sufficient number of directors; adjournment of meeting; court order to hold meeting or election; quorum.
Section 450.2403 Special meeting of shareholders or members; court order; quorum.
Section 450.2404 Notice of time, place, and purposes of meeting of shareholders or members; manner; contents; notice of adjourned meeting; notice not given; attendance at meeting; participating and voting by remote communication; meeting without notice.
Section 450.2405 Shareholder, member, or proxy holder participation in meeting by conference telephone or other means of remote communication; conditions; participation as presence in person at meeting; participating and voting by remote communication.
Section 450.2406 Chairperson presiding at meeting of shareholders or members; powers, duties, and authority.
Section 450.2406a Notice by electronic transmission.
Section 450.2407 Taking corporate action without meeting; consent; notice; statement on filed certificate; consent by electronic transmission; delivery.
Section 450.2408 Taking corporate action without meeting; shareholder or member action by ballot; requirements; revocation of ballot; inclusion of proposed action in ballot; statement of certificate.
Section 450.2409 Taking corporate action without meeting; voting by shareholder or member at polling place; accessibility; requirements; revocation of ballot; inclusion of proposed action in ballot; statement on certificate.
Section 450.2411 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2412 Record date.
Section 450.2413 Making and certifying list of shareholders or members entitled to vote at meeting or adjournment; requirements; noncompliance; adjournment of meeting; validity of action taken.
Section 450.2415 Quorum; continuing conduct of business if less than quorum; adjournment of meeting; shareholders entitled to vote separately.
Section 450.2421 Authorizing person to act for shareholder or member by proxy; election of directors by proxy; validity; revocability; methods of granting authority; use of copy, facsimile, or reproduction.
Section 450.2422 Irrevocable proxy.
Section 450.2423 Revocability of proxy.
Section 450.2431 Inspectors at shareholders' or members' meeting; waiver; appointment and duties; failure to appoint; vacancy; report; evidence.
Section 450.2432 Beneficial owner of shares or memberships registered in name of nominee; recognition by corporation as shareholder or member; procedure.
Section 450.2441 Voting generally.
Section 450.2442 Voting as class.
Section 450.2443 Grouping of members in local units; basis; purpose; actions authorized by bylaws; incorporation and powers of local units; powers, rights, and privileges of elected representatives or delegates.
Section 450.2444 Voting by corporation or business corporation; voting of pledged shares.
Section 450.2445 Voting of shares or membership held by person in representative or fiduciary capacity or held jointly by fiduciaries.
Section 450.2446 Voting of shares or membership held by joint tenants or tenants in common.
Section 450.2447 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2447a Voting of shares or memberships if owned by another corporation or business corporation.
Section 450.2448 Redemption of shares; voting.
Section 450.2451 Voting for directors.
Section 450.2455 Action requiring vote or concurrence of greater proportion of shares, members, or class than required by act; amendment of articles of incorporation.
Section 450.2461 Agreement as to voting rights.
Section 450.2466 Transfer of shares or membership to trustee; filing of voting rights agreement; voting and other rights of trustee; inspection of filed copy of voting trust agreement; description of beneficial interests.
Section 450.2467 Shares or memberships subject to voting trust; liability of trustee; designation of 2 or more persons as voting trustees.
Section 450.2468 Extension of voting trust agreement.
Section 450.2471 Shares as personal property; transfer; applicability of MCL 440.8101 to 440.8601.
Section 450.2472 Transfer or registration of bond, share, or membership; written restriction.
Section 450.2473 Transfer or registration of bond, share, or membership; imposition of restrictions; conditions.
Section 450.2481 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2485 Books, records, and minutes.
Section 450.2487 Mailing balance sheet and statements to shareholder or member upon request; inspection during regular business hours; written demand; "proper purpose" defined; order compelling inspection; burden of proof; powers of court; inspection by director; costs; holder of voting trust certificate as shareholder or member; right to inspect prohibited or limited; definitions.
Section 450.2488 Agreement among members of corporation.
Section 450.2489 Court action that certain acts illegal, fraudulent, or willfully unfair and oppressive; order or relief; "willfully unfair and oppressive conduct" defined.
Section 450.2491 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2491a Definitions.
Section 450.2492 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2492a Derivate proceeding; criteria to be met by shareholder or member.
Section 450.2493 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2493a Derivative proceeding; commencement.
Section 450.2494 Derivative proceeding; investigation; issuance of stay.
Section 450.2495 Derivative proceeding; dismissal.
Section 450.2496 Derivative proceeding; discontinuance or settlement; court approval required.
Section 450.2497 Derivative proceeding; termination.
162-1982-5 CHAPTER 5 (450.2501...450.2571)
Section 450.2501 Board of directors; management of business and affairs of corporation; qualifications; powers.
Section 450.2501a Board of directors; minimum age; requirements.
Section 450.2505 Board; number, term, election or appointment, and resignation of directors.
Section 450.2506 Dividing directors up to 5 classes; election or appointment; term; expiration.
Section 450.2511 Removal of director; vote.
Section 450.2514 Removal of director by circuit court.
Section 450.2515 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2515a Vacancy.
Section 450.2521 Regular or special meetings of board; location; notice; attendance or participation as waiver of notice; participation by means of conference telephone or other remote communication.
Section 450.2523 Quorum; vote constituting action of board or committee; amendment of bylaws.
Section 450.2525 Taking action without meeting; consent.
Section 450.2527 Designation of committees; membership; alternates; absent or disqualified member; providing for election or appointment of committees in articles or bylaws.
Section 450.2528 Executive committee designated under MCL 450.2527(1) or (3); powers and authority; subcommittees.
Section 450.2529 Submitting matter to vote.
Section 450.2531 Officers of corporation; membership; election or appointment; individual holding 2 or more offices; term of office; authority and duties.
Section 450.2535 Removal of officer; suspension of authority to act; contract rights; resignation of officer; notice.
Section 450.2541 Director or officer; discharge of duties; manner; reliance on certain information; compliance; liability; claim for monetary damages for breach of volunteer director's duty; commencement of action.
Section 450.2545 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2545a Transaction in which director or officer has interest.
Section 450.2546 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2548 Loan, guaranty, or assistance by corporation for officer or employee.
Section 450.2551 Liability of directors for certain corporate actions; liability of shareholder or member accepting or receiving distribution contrary to act.
Section 450.2552 Rights of director against whom claim successfully asserted under MCL 450.2551.
Section 450.2553 Presence or absence of director at meeting at which action under MCL 450.2551 taken; presumption; dissent.
Section 450.2554 Commencement of action under MCL 450.2551 or 450.2552.
Section 450.2556 Volunteer's acts or omissions; claim for monetary damages.
Section 450.2561 Indemnification of director, officer, partner, trustee, employee, nondirector volunteer, or agent in connection with action, suit, or proceeding; conditions; presumption.
Section 450.2562 Indemnification against expenses of director, officer, partner, trustee, employee, nondirector volunteer, or agent in connection with action or suit by or in right of corporation; conditions; limitations.
Section 450.2563 Indemnification for expenses of director, officer, or nondirector volunteer successful in defense of action, suit, or proceeding referred to in MCL 450.2561 or 450.2562.
Section 450.2564 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2564a Indemnification of director, officer, employee, nondirector volunteer, or agent under MCL 450.2561 or 450.2562; authorization; basis; determination; evaluation; designation of committee or selection of legal counsel; indemnification for portion of expenses; payment; indemnification of director for expenses and liabilities.
Section 450.2564b Expenses incurred by director, officer, employee, nondirector volunteer, or agent; reimbursement; agreement; advances.
Section 450.2564c Indemnification of director, officer, employee, nondirector volunteer, or agent; application to court; determination.
Section 450.2565 Indemnification or advance of expenses not exclusive of other rights; limitation; continuation; amended provision.
Section 450.2567 Purchase and maintenance of insurance on behalf of director, officer, employee, nondirector volunteer, or agent.
Section 450.2569 Scope of "corporation" for purposes of MCL 450.2561 to 450.2567.
Section 450.2571 Definitions.
162-1982-6 CHAPTER 6 (450.2601...450.2651)
Section 450.2601 Amendment of articles of incorporation; contents.
Section 450.2602 Amendment of articles of incorporation; purposes.
Section 450.2611 Amendment of articles by incorporation; amendment without shareholder or member action; manner of adoption; notice of meeting; vote on proposed amendment; requirements; adoption; number of amendments acted upon at 1 meeting; certificate of amendment.
Section 450.2615 Voting as class on proposed amendment.
Section 450.2631 Certificate of amendment; signing and execution; filing; contents.
Section 450.2641 Integrating provisions of articles into single instrument; adoption of restated articles of incorporation; adoption before first meeting; amendments subject to other provisions of act.
Section 450.2642 Restated articles of incorporation; heading or introductory paragraph; designation; required statements; omitted provisions.
Section 450.2643 Restated articles of incorporation; signing, filing, and executing; effect.
Section 450.2651 Abandonment of amendment; certificate.
162-1982-7 CHAPTER 7 (450.2701...450.2754)
Section 450.2701 Merger of domestic corporations; plan; contents; distributions.
Section 450.2703 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015
Section 450.2703a Plan of merger; approval.
Section 450.2706 Merger of domestic corporation with domestic or foreign corporation; conditions; consent; execution of certificate of merger; participation of other corporations.
Section 450.2707 Certificate of merger; signing and filing; contents; determining effectiveness.
Section 450.2711 Merger of domestic corporation with subsidiary corporation; approval of plan of merger; mailing copy of plan to minority shareholder or member of record; other provisions; definitions.
Section 450.2712 Certificate of merger; execution and filing of certificate of merger by parent company; determination of effective date.
Section 450.2713 Subsidiary corporation as constituent corporation in merger; approval of shareholders or members.
Section 450.2721 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2722 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2723 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2724 Merger other than under MCL 450.2736a.
Section 450.2731 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2732 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2735 Merger of domestic business corporation, foreign corporation, or foreign business corporation with domestic corporation; surviving corporation; compliance; liability for enforcement of obligation; acquisition of shares or memberships through voluntary exchange; distributions.
Section 450.2736 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2736a Merger of domestic corporations with business organizations; requirements; merger of domestic corporation with domestic or foreign entity; consent; executing and filing certificate of merger; contents; effect of merger; surviving entity; liability for enforcement of obligation; distributions; applicability of MCL 450.2735; definitions.
Section 450.2737 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2741 Abandonment of merger; procedure; certificate of abandonment.
Section 450.2745 Conversion of domestic corporation into business organization; requirements; effect; surviving business organization; liability for certain obligation; distributions; "business organization" and "entity" defined.
Section 450.2746 Conversion of business organization into domestic corporation; requirements; effectiveness of certificate of conversion; surviving domestic corporation.
Section 450.2751 Actions by corporation; terms and conditions; consideration; "consideration" defined.
Section 450.2753 Disposition of property and assets of corporation; disposal of all or substantially all of property; presumption that corporation retains significant continuing business activity; "consideration" defined; recommendation of proposed transaction; exceptions; submission to shareholders or members; approval; notice of meeting; statement; authorization; fixing term or condition and consideration; voting; abandonment; distribution.
Section 450.2754 Merger or acquisition under MCL 2703a(2); right of shareholders or members to receive notice and vote.
162-1982-8 CHAPTER 8 (450.2801...450.2864)
Section 450.2801 Dissolution of corporation; methods; summary dissolution of corporation whose assets disposed of under court order in receivership or bankruptcy proceedings; filing copy of order with administrator.
Section 450.2803 Dissolution of corporation by action of incorporators or directors; conditions; certificate of dissolution.
Section 450.2804 Dissolution of corporation by action of shareholders or members; recommendation; exceptions; approval or authorization; notice; voting; certificate.
Section 450.2805 Dissolution under agreement under MCL 450.2488; effectiveness.
Section 450.2811 Revocation of dissolution proceedings; filing and execution of certificate; additional manner of revocation.
Section 450.2815 Renewal of corporate existence.
Section 450.2817 Effect of filing certificate of revocation of dissolution or renewal of corporate existence; accrued penalty or liability; adoption of corporate name; rights.
Section 450.2821 Action by attorney general for dissolution of corporation; grounds; other actions.
Section 450.2823 Dissolution of corporation by judgment in action brought in court; proof; action for dissolution of charitable purpose corporation.
Section 450.2825 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2831 Dissolution of corporation; conditions.
Section 450.2833 Dissolved corporation; continuation of corporate existence; conduct of affairs.
Section 450.2834 Dissolved corporation and officers, directors, shareholders, and members; manner of functioning.
Section 450.2841 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2841a Written notice to claimants of dissolved corporation.
Section 450.2842 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2842a Publication of notice of dissolved corporation.
Section 450.2843 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
Section 450.2851 Application for judgment that affairs of corporation and liquidation of assets continue under supervision of court; orders and judgments; permitting creditor to file claim or commence proceeding.
Section 450.2855 Dissolution of corporation; applicable provisions.
Section 450.2861 Plan of reorganization; action by directors, shareholders, or members not required to put plan into effect.
Section 450.2862 Powers of corporation under reorganization; issuing shares of capital stock and bonds for consideration specified in plan of reorganization.
Section 450.2863 Document filed or recorded to accomplish corporate purpose pursuant to plan of reorganization; making, execution, and acknowledgment; contents; filing.
Section 450.2864 Reversal or vacation of reorganization plan; filing of other or further certificates or documents; effect; fees.
162-1982-9 CHAPTER 9 (450.2901...450.2935)
Section 450.2901 Report of domestic corporation; contents; electronic transmission; distribution to shareholder, member, or director.
Section 450.2911 Annual report to administrator; filing; contents.
Section 450.2913 Destruction or disposal of certain records.
Section 450.2915 Repealed. 2003, Act 107, Imd. Eff. July 24, 2003.
Section 450.2922 Failure of domestic or foreign corporation to file annual report or pay filing fee or penalty; automatic dissolution or revocation of certificate of authority; dissolution of charitable purpose corporation; notice; right to certificate of good standing; electronic transmission of notification.
Section 450.2923 Extension of time for filing report; reporting failure or neglect under MCL 450.2922, 450.2931, or 450.2932; action by attorney general; notice; electronic transmission.
Section 450.2924 Annual reports due or deficient prior to date of act; penalties.
Section 450.2925 Renewal of corporate existence or certificate of authority following dissolution or revocation.
Section 450.2931 Wilful false statement in report; additional penalty.
Section 450.2932 Prohibited conduct as misdemeanor; fine.
Section 450.2935 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.
162-1982-10 CHAPTER 10 (450.3001...450.3099)
Section 450.3001 Foreign corporation authorized to conduct affairs in this state on January 1, 1983; rights and privileges; duties, restrictions, penalties, and liabilities.
Section 450.3002 Foreign corporation receiving certificate of authority under act; rights and privileges; duties, restrictions, penalties, and liabilities.
Section 450.3003 Foreign corporation conducting affairs without certificate of authority; duties, restrictions, penalties, and liabilities.
Section 450.3011 Foreign corporation; certificate of authority required; extent of authorization to conduct affairs in state.
Section 450.3012 Foreign corporation not considered to be conducting affairs in state; activities; applicability of section.
Section 450.3013 Acquisition of federally insured or guaranteed loan by foreign corporation.
Section 450.3015 Application of foreign corporation for certificate of authority to conduct affairs in state; contents.
Section 450.3016 Application of foreign corporation to conduct affairs in state; certificate; attachment; fees; issuance of certificate; duration of authority.
Section 450.3021 Foreign corporation authorized to conduct affairs in state; filing with administrator copy of amended application; contents; survivor of merger or conversion.
Section 450.3031 Foreign corporation authorized to conduct affairs in state; withdrawal; certificate; application.
Section 450.3032 Issuance of certificate of withdrawal to foreign corporation; conditions; effect.
Section 450.3035 Foreign corporation authorized to conduct affairs in state; dissolution; termination or cancellation of authority or existence; merger, conversion, or consolidation; filing information, certificate, order, or judgment with administrator; payment of fees; certificate of withdrawal.
Section 450.3041 Revocation of certificate of authority of foreign corporation to conduct affairs in state; grounds.
Section 450.3042 Revocation of certificate of authority of foreign corporation to conduct affairs in state; notice of default; certificate of revocation; force and effect.
Section 450.3051 Action commenced by foreign corporation without certificate of authority prohibited; order of dismissal; effect of failure to obtain certificate of authority on validity of contract and act of corporation; defense of action or proceeding.
Section 450.3055 Foreign corporation conducting affairs in state without certificate of authority; penalty.
Section 450.3060 Fees; payment; certification of file or record; waiver; form of payment.
Section 450.3061 Fee for privilege of exercising franchises in state.
Section 450.3098 Repeal of acts and parts of acts.
Section 450.3099 Effective date of act.
162-1982-11 CHAPTER 11 (450.3100...450.3192)
Section 450.3100 Short title.
Section 450.3101 Applicability of act and chapter; amendment of articles or bylaws; exemption.
Section 450.3102 Controlling definitions.
Section 450.3103 Definitions; C to F.
Section 450.3104 Definitions; I to U.
Section 450.3107 Inconsistent provisions inapplicable to chapter.
Section 450.3109 Requirements of MCL 460.1 et seq. not modified; effect of economic activity conducted by cooperative.
Section 450.3121 Articles of incorporation; requirement.
Section 450.3123 Use of term “cooperative,”“co-op,”“consumer cooperative,” or any variation thereof.
Section 450.3125 Adoption of initial bylaws; ratification or amendment; contents of bylaws.
Section 450.3131 Organization on nonstock membership basis.
Section 450.3132 Membership; notice of qualifications.
Section 450.3133 Classification.
Section 450.3134 Cooperative organized on member capital basis, member fee basis, or basis combining member capital and membership fee; powers.
Section 450.3135 Net savings; determination, allocation, distribution, and use; apportionment of losses.
Section 450.3136 Certificate; issuance; contents; restrictions on dividends.
Section 450.3137 Nonvoting investment certificate or bond.
Section 450.3138 Advising persons in writing; statement on membership certificate.
Section 450.3139 Redemption of member capital; failure to patronize cooperative; notice of redemption; failure to respond and claim payment; failure to claim refunds of patronage capital, deposits, and fees; failure of nonmember patron to pay in or accumulate full member capital or comply with bylaws.
Section 450.3141 Meetings; petitions; signatures; quorum.
Section 450.3143 Alternative notice of regular meeting.
Section 450.3144 Proxies; voting by mail ballot, referendum, or electronic transmission.
Section 450.3145 Amendments; affirmative vote of majority.
Section 450.3146 Effective date of adopted action; confirmation vote; filing with administrator.
Section 450.3147 Dispute resolution body.
Section 450.3148 Purchase or sale under execution, in course of bankruptcy, or by legal process or operation of law; pledge of certificate; assignment of proprietary lease or other agreement.
Section 450.3149 Books for recording operations; annual report, balance sheet, and income statement; certified report of condition; copies of reports; mailings at request and expense of member; notice of member's desire to be contacted by other members regarding proposal.
Section 450.3151 Initial board of directors; membership; term.
Section 450.3152 Board of directors; election or appointment other than by vote of membership.
Section 450.3153 Affiliation with another organization; section inapplicable to allocations of net savings.
Section 450.3161 Amendment to articles of incorporation; calling special meeting; consideration of proposed amendment.
Section 450.3162 Distribution of assets generally.
Section 450.3183 Distribution of assets upon dissolution; distribution of assets held for charitable or similar purpose; redemption of investment certificates.
Section 450.3191 Foreign cooperative.
Section 450.3192 Election by corporation to accept act and chapter; procedure; effect of filing certificate of election.