Michigan Compiled Laws
162-1982-3 - Chapter 3 (450.2301...450.2392)
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 Associati...

Sec. 304.
(1) Except as otherwise provided in this act, the articles of incorporation or bylaws of a corporation organized on a membership basis may prescribe the number, voting rights, qualifications, liquidation rights, preferences, and limitations, and other rights, preferences, and limitations of or on the members of the corporation.
(2) A corporation organized on a membership basis may have 1 or more classes of members. Except as otherwise provided in this act, any provision for classes of members and the relative number, voting rights, qualifications, liquidation rights, preferences, and limitations, and other rights, preferences, and limitations of or on each class shall be set forth in the articles of incorporation or the bylaws. Each member of any class of members has equal rights with all members of that class.
(3) Except as provided in the articles of incorporation or bylaws, each member of a corporation, regardless of class, is entitled to 1 vote on each matter submitted to a vote of members, unless the articles of incorporation or bylaws deny, limit, or otherwise prescribe the voting rights of any class of members. The members and each affected class of members of a corporation organized on a membership basis, if any, shall adopt, amend, or repeal any bylaw denying, limiting, or otherwise prescribing the voting rights of any class of members.
(4) Members of a condominium association organized for the purposes of administering the affairs of a condominium project are entitled to the voting rights designated in the master deed of the condominium.
(5) The articles of incorporation or the bylaws may provide that members of a homeowners or property owners association are entitled to voting rights based on the number of lots owned by each member.
(6) Except as otherwise provided in this act, the articles of incorporation, or the bylaws, membership is not transferable and is terminated by death, resignation, expulsion, or expiration of a term of membership.
(7) A corporation may adopt rules of qualification and government of its members, including rules of admission to, retention of, and expulsion from membership, under its articles of incorporation or bylaws, if those rules are reasonable, germane to the purposes of the corporation, and equally enforced as to all members.
(8) The articles of incorporation of a corporation that is organized on a membership basis may provide that membership is limited to persons that are members in good standing in other corporations. The articles of incorporation may provide that failure to remain a member in good standing in the other corporation constitutes grounds for expulsion of a member if the articles of incorporation or bylaws of the corporation describe the nature of the evidence that is required and establish the procedures for expulsion of a member.
History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015

Structure Michigan Compiled Laws

Michigan Compiled Laws

Chapter 450 - Corporations

Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)

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;...

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 Associati...

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...

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.