Maine Revised Statutes
TITLE 13-B: MAINE NONPROFIT CORPORATION ACT

13-B §111. Certificate of existence; certificate of authority; certificate of fact - §111. Certificate of existence; certificate of authority; certificate of fact...

Chapter 2: CORPORATE PURPOSES AND POWERS

13-B §201. Purposes - §201. Purposes 1. Corporations organized. Except as provided in subsections...

13-B §202. General powers - §202. General powers 1. Powers. Subject to any limitations contained...

13-B §203. Defense of ultra vires - §203. Defense of ultra vires 1. Beyond legal powers. No...

Chapter 3: CORPORATE NAME; REGISTERED OFFICE AND AGENT; SERVICE OF PROCESS

13-B §301. Corporate name (REPEALED) - §301. Corporate name (REPEALED) SECTION HISTORY PL 1977, c. 525,...

13-B §301-A. Corporate name - §301-A. Corporate name 1. Prohibition. A corporate name may not...

13-B §302. Reserved name (REPEALED) - §302. Reserved name (REPEALED) SECTION HISTORY PL 1977, c. 525,...

13-B §302-A. Reserved name - §302-A. Reserved name 1. Reserve use of name. A person...

13-B §303. Registered name and renewal; termination (REPEALED) - §303. Registered name and renewal; termination (REPEALED) SECTION HISTORY PL...

13-B §303-A. Registered name of foreign corporation - §303-A. Registered name of foreign corporation 1. Register corporate name....

13-B §304. Registered office and registered agent (REPEALED) - §304. Registered office and registered agent (REPEALED) SECTION HISTORY PL...

13-B §304-A. Registered agent of domestic nonprofit corporation - §304-A. Registered agent of domestic nonprofit corporation Each domestic nonprofit...

13-B §305. Registered agent; registered office; changes (REPEALED) - §305. Registered agent; registered office; changes (REPEALED) SECTION HISTORY PL...

13-B §306. Service of process on corporation (REPEALED) - §306. Service of process on corporation (REPEALED) SECTION HISTORY PL...

13-B §306-A. Service of process upon nonprofit corporation - §306-A. Service of process upon nonprofit corporation Service of process,...

13-B §307. Service on nonresident directors of domestic corporations - §307. Service on nonresident directors of domestic corporations 1. Nonresident...

13-B §308. Assumed name of corporation (REPEALED) - §308. Assumed name of corporation (REPEALED) SECTION HISTORY PL 1983,...

13-B §308-A. Assumed or fictitious name of corporation - §308-A. Assumed or fictitious name of corporation 1. Assumed name...

Chapter 4: ORGANIZATION OF NONPROFIT CORPORATIONS

13-B §401. Incorporators - §401. Incorporators 1. Incorporate. One or more persons acting as...

13-B §402. Members - §402. Members 1. Classes of members. A corporation may have...

13-B §403. Articles of incorporation - §403. Articles of incorporation 1. Form of articles of incorporation....

13-B §404. Filing of articles of incorporation - §404. Filing of articles of incorporation 1. Filing. When the...

13-B §405. Beginning of corporate existence; filing as conclusive evidence of incorporation; exceptions - §405. Beginning of corporate existence; filing as conclusive evidence of...

13-B §406. Powers of incorporators; organizational meeting - §406. Powers of incorporators; organizational meeting 1. Management of affairs...

13-B §407. Shares of stock and dividends prohibited - §407. Shares of stock and dividends prohibited A corporation shall...

Chapter 6: BYLAWS AND VOTING

13-B §601. Bylaws - §601. Bylaws The initial bylaws of a corporation shall be...

13-B §602. Meetings of members - §602. Meetings of members 1. Where held; remote communication. Meetings...

13-B §603. Notice of members' meetings - §603. Notice of members' meetings 1. Written notice of meetings....

13-B §604. Voting - §604. Voting 1. Members entitled to vote. The right of...

13-B §605. Quorum - §605. Quorum 1. Members entitled to vote. The bylaws may...

13-B §606. Unanimous action by members without a meeting - §606. Unanimous action by members without a meeting Any action...

Chapter 7: DIRECTORS AND OFFICERS

13-B §701. Board of directors - §701. Board of directors The activities of a corporation must...

13-B §701-A. Board of directors of a nonprofit housing corporation - §701-A. Board of directors of a nonprofit housing corporation A...

13-B §702. Number and election of directors - §702. Number and election of directors 1. Number of directors...

13-B §703. Vacancies - §703. Vacancies 1. Vacancies filled. Any vacancy occurring in the...

13-B §704. Removal of directors - §704. Removal of directors 1. Removal for cause. At a...

13-B §704-A. Removal of directors by judicial proceeding - §704-A. Removal of directors by judicial proceeding 1. Removal. The...

13-B §705. Place and notice of directors' meetings - §705. Place and notice of directors' meetings 1. Purpose of...

13-B §706. Quorum and vote of directors - §706. Quorum and vote of directors 1. Quorum fixed by...

13-B §707. Unanimous action by directors without a meeting - §707. Unanimous action by directors without a meeting Unless otherwise...

13-B §708. Informal or irregular action by directors - §708. Informal or irregular action by directors 1. Action taken...

13-B §709. Committees - §709. Committees 1. Executive committee. If the articles of incorporation...

13-B §710. Officers - §710. Officers 1. Officers elected or appointed. The officers of...

13-B §711. Removal of officers - §711. Removal of officers 1. Removal. Any officer elected or...

13-B §712. Loans to directors and officers prohibited - §712. Loans to directors and officers prohibited No loans shall...

13-B §713. Transactions between a corporation and its directors and officers (REPEALED) - §713. Transactions between a corporation and its directors and officers...

13-B §713-A. Public benefit corporation; board - §713-A. Public benefit corporation; board 1. Financially interested person. For...

13-B §714. Indemnification of officers, directors, employees and agents; insurance - §714. Indemnification of officers, directors, employees and agents; insurance 1....

13-B §715. Books and records - §715. Books and records 1. Books; records of accounts. Each...

13-B §716. Duties of directors and officers (REPEALED) - §716. Duties of directors and officers (REPEALED) SECTION HISTORY PL...

13-B §717. General standards for directors - §717. General standards for directors 1. Discharge duties. A director...

13-B §718. Director or officer conflict of interest - §718. Director or officer conflict of interest 1. Conflict-of-interest transaction....

13-B §719. Duties and authority of officers - §719. Duties and authority of officers Each officer is authorized...

13-B §720. General standards for officers - §720. General standards for officers 1. Discretionary authority. An officer...

13-B §721. Misapplication of funds or assets of public benefit corporation - §721. Misapplication of funds or assets of public benefit corporation...

Chapter 8: AMENDMENT OF ARTICLES OF INCORPORATION

13-B §801. Right to amend articles of incorporation - §801. Right to amend articles of incorporation A corporation may...

13-B §801-A. Amendment before organizational meeting - §801-A. Amendment before organizational meeting The articles of incorporation may...

13-B §802. Procedure to amend articles of incorporation - §802. Procedure to amend articles of incorporation 1. Amendments. Amendments...

13-B §803. Articles of amendment - §803. Articles of amendment 1. Executed by corporation. The articles...

13-B §804. Effect of amendment - §804. Effect of amendment 1. Effective date. An amendment takes...

13-B §805. Restated articles of incorporation - §805. Restated articles of incorporation 1. Restatement of articles adopted....

Chapter 9: MERGERS AND CONSOLIDATION

13-B §901. Procedure for merger - §901. Procedure for merger 1. Domestic corporations may merge. Any...

13-B §902. Procedure for consolidation - §902. Procedure for consolidation 1. Domestic corporations may consolidate. Any...

13-B §903. Approval of merger or consolidation - §903. Approval of merger or consolidation 1. Plan of merger....

13-B §904. Articles of merger or consolidation - §904. Articles of merger or consolidation 1. Form of articles...

13-B §905. Effect of merger or consolidation - §905. Effect of merger or consolidation 1. Effect. Any merger...

13-B §906. Merger or consolidation of domestic and foreign corporations - §906. Merger or consolidation of domestic and foreign corporations 1....

13-B §907. Limitations on merger or consolidation by public benefit corporation - §907. Limitations on merger or consolidation by public benefit corporation...

Chapter 10: SALE AND OTHER DISPOSITIONS OF CORPORATE ASSETS

13-B §1001. Sale of assets other than in regular course of activities - §1001. Sale of assets other than in regular course of...

Chapter 11: DISSOLUTION

13-B §1101. Voluntary dissolution - §1101. Voluntary dissolution 1. Manner of dissolution. A corporation may...

13-B §1101-A. Voluntary dissolution by incorporators - §1101-A. Voluntary dissolution by incorporators A corporation that has not...

13-B §1102. Revocation of voluntary dissolution proceedings - §1102. Revocation of voluntary dissolution proceedings A corporation may, at...

13-B §1103. Effect of statement of revocation of voluntary dissolution proceedings - §1103. Effect of statement of revocation of voluntary dissolution proceedings...

13-B §1104. Articles of dissolution - §1104. Articles of dissolution 1. Certification provided. If voluntary dissolution...

13-B §1104-A. Bylaws; disposal of assets - §1104-A. Bylaws; disposal of assets After the effective date of...

13-B §1105. Dissolution pursuant to court order - §1105. Dissolution pursuant to court order Courts of equity have...

13-B §1106. Procedure in liquidation of corporation by court - §1106. Procedure in liquidation of corporation by court 1. Court's...

13-B §1107. Filing of claims in liquidation proceedings - §1107. Filing of claims in liquidation proceedings 1. Proceedings to...

13-B §1108. Discontinuance of liquidation proceedings - §1108. Discontinuance of liquidation proceedings The liquidation of the assets...

13-B §1109. Decree of dissolution - §1109. Decree of dissolution 1. Decree. In proceedings to liquidate...

13-B §1110. Deposit with Treasurer of State of undistributed assets - §1110. Deposit with Treasurer of State of undistributed assets 1....

13-B §1111. Survival of remedy after dissolution; liquidating trustees - §1111. Survival of remedy after dissolution; liquidating trustees 1. Survival...

13-B §1112. Grounds for administrative dissolution - §1112. Grounds for administrative dissolution Notwithstanding Title 4, chapter 5...

13-B §1113. Procedure for and effect of administrative dissolution - §1113. Procedure for and effect of administrative dissolution 1. Notice...

13-B §1114. Reinstatement following administrative dissolution - §1114. Reinstatement following administrative dissolution 1. Application for reinstatement. A...

13-B §1115. Appeal from denial of reinstatement - §1115. Appeal from denial of reinstatement 1. Denial of reinstatement....

13-B §1116. Reinstatement of suspended corporate charter - §1116. Reinstatement of suspended corporate charter 1. Reinstatement after charter...

13-B §1117. Revival of nonprofit corporation after dissolution - §1117. Revival of nonprofit corporation after dissolution 1. Determination of...

13-B §1118. Late reinstatement of nonprofit corporation after administrative dissolution - §1118. Late reinstatement of nonprofit corporation after administrative dissolution 1....

Chapter 12: FOREIGN CORPORATIONS

13-B §1201. Authorization of foreign corporations to carry on activities in this State; certain activities not deemed carrying on affairs - §1201. Authorization of foreign corporations to carry on activities in...

13-B §1202. Application for authority - §1202. Application for authority 1. Application. A foreign corporation may...

13-B §1203. Effect of authorization to carry on affairs in State - §1203. Effect of authorization to carry on affairs in State...

13-B §1204. Powers of foreign corporation - §1204. Powers of foreign corporation A foreign corporation authorized to...

13-B §1205. Corporate name of foreign corporation - §1205. Corporate name of foreign corporation 1. Name. A foreign...

13-B §1206. Merger of foreign corporation authorized to carry on activities in State - §1206. Merger of foreign corporation authorized to carry on activities...

13-B §1207. Amended application for authority - §1207. Amended application for authority 1. Provisions for amendment. A...

13-B §1208. Surrender of foreign corporation's authority to carry on activities in State - §1208. Surrender of foreign corporation's authority to carry on activities...

13-B §1209. Foreign corporation's termination of existence in jurisdiction of its incorporation; effect upon authority in this State - §1209. Foreign corporation's termination of existence in jurisdiction of its...

13-B §1210. Revocation of foreign corporation's authority to carry on affairs in State (REPEALED) - §1210. Revocation of foreign corporation's authority to carry on affairs...

13-B §1210-A. Grounds for revocation - §1210-A. Grounds for revocation Notwithstanding Title 4, chapter 5 and...

13-B §1210-B. Procedure for and effect of revocation - §1210-B. Procedure for and effect of revocation 1. Notice of...

13-B §1210-C. Appeal from revocation - §1210-C. Appeal from revocation 1. Petition to appeal revocation. A...

13-B §1211. Suits by Attorney General against foreign corporations - §1211. Suits by Attorney General against foreign corporations The Attorney...

13-B §1212. Service of process on authorized foreign corporations; registered office and registered agent (REPEALED) - §1212. Service of process on authorized foreign corporations; registered office...

13-B §1212-A. Service of process upon authorized foreign nonprofit corporation - §1212-A. Service of process upon authorized foreign nonprofit corporation Service...

13-B §1212-B. Registered agent of foreign nonprofit corporation - §1212-B. Registered agent of foreign nonprofit corporation Each foreign nonprofit...

13-B §1213. Service of process on foreign corporation not authorized to carry on activities in State - §1213. Service of process on foreign corporation not authorized to...

13-B §1214. Effect of foreign corporation carrying on activities in State without authority - §1214. Effect of foreign corporation carrying on activities in State...

13-B §1215. Application of chapter to corporations previously authorized to carry on activities in State - §1215. Application of chapter to corporations previously authorized to carry...

13-B §1216. Members' inspection of records of foreign corporations - §1216. Members' inspection of records of foreign corporations 1. Right...

13-B §1217. Service of process on Secretary of State for foreign corporation (REPEALED) - §1217. Service of process on Secretary of State for foreign...

Chapter 13: ANNUAL REPORTS: POWERS OF SECRETARY OF STATE; EXCUSE; MISCELLANEOUS

13-B §1301. Annual report of domestic and foreign corporations; excuse - §1301. Annual report of domestic and foreign corporations; excuse 1....

13-B §1301-A. Annual report of domestic condominium corporations; excuse (REPEALED) - §1301-A. Annual report of domestic condominium corporations; excuse (REPEALED) SECTION...

13-B §1301-B. Failure to file annual report; incorrect report; penalties (REPEALED) - §1301-B. Failure to file annual report; incorrect report; penalties (REPEALED)...

13-B §1301-C. Amended annual report of domestic or foreign corporation - §1301-C. Amended annual report of domestic or foreign corporation 1....

13-B §1302. Failure to file annual report; incorrect report; penalties - §1302. Failure to file annual report; incorrect report; penalties 1....

13-B §1302-A. Powers of Secretary of State - §1302-A. Powers of Secretary of State The Secretary of State...

13-B §1303. False and misleading statements in documents required to be filed with Secretary of State - §1303. False and misleading statements in documents required to be...

13-B §1304. Certified copies of documents filed with Secretary of State to be received in evidence - §1304. Certified copies of documents filed with Secretary of State...

13-B §1305. Certified records of corporation as prima facie evidence of facts stated therein - §1305. Certified records of corporation as prima facie evidence of...

13-B §1306. Short form certificate of change in corporate identity - §1306. Short form certificate of change in corporate identity 1....

13-B §1307. Practicing profession or occupation - §1307. Practicing profession or occupation Except as otherwise expressly provided...

Chapter 14: FEES

13-B §1401. Fees for filing documents and services - §1401. Fees for filing documents and services In addition to...

13-B §1402. Fees for copying, comparing and authenticating documents - §1402. Fees for copying, comparing and authenticating documents 1. Secretary...

13-B §1402-A. Expedited service - §1402-A. Expedited service The Secretary of State may provide an...

13-B §1403. Remittance to Treasurer of State - §1403. Remittance to Treasurer of State All fees collected as...

13-B §1404. Access to Secretary of State's database - §1404. Access to Secretary of State's database The Secretary of...

13-B §1405. Publications - §1405. Publications 1. Informational publications. The Secretary of State may...

13-B §1406. Public and mutual benefit corporation - §1406. Public and mutual benefit corporation 1. Public benefit corporation....

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Maine Revised Statutes TITLE 13-B: MAINE NONPROFIT CORPORATION ACT

Maine Revised Statutes
TITLE 13-B: MAINE NONPROFIT CORPORATION ACT