Michigan Compiled Laws
218-1956-52 - Chapter 52 Corporate Powers, Procedures of Stock and Mutual Insurers (500.5200...500.5290)
Section 500.5206 - Corporate Powers; Enumeration; Exercise by Board of Directors.

Sec. 5206.
(1) Every corporation, unless otherwise provided, or inconsistent with the act under which a particular corporation is or shall have been formed shall have power:
(a) To have succession, by its corporate name, for the term stated in its articles;
(b) To sue and be sued, complain and defend, in any court of law or equity or to be a party to any proceedings before any board or commission or other public body of this state or any other state or government; suits at law may be maintained by such corporations against any of its members for any cause relating to the business of such corporation;
(c) To have a corporate seal which may be altered at pleasure and to use the same by causing it or a facsimile thereof to be impressed or affixed or reproduced, or otherwise;
(d) To acquire, purchase, hold, and convey real and personal estate and to mortgage or lease any such real or personal estate with or without any of its franchises, corporate or otherwise, subject to the provisions of this code;
(e) To appoint such officers and agents as the business of the corporation shall require and to allow them suitable compensation;
(f) To make, alter, amend and repeal bylaws for the regulation and government of its affairs, including the certification and transfer of its stock;
(g) To conduct its business in this state, other states, the District of Columbia, the territories and colonies of the United States and in foreign countries and the territories and colonies thereof and have 1 or more offices out of this state and to acquire, purchase, hold, mortgage, pledge, assign, transfer and convey real and personal property out of this state subject to the provisions of this code;
(h) To make contributions for public welfare.
(i) To have and to hold authorized but unissued shares of its own stock, which have been authorized by its stockholders as provided in section 5215 or 5218, as the case may be, for issuance at a subsequent date as the board of directors may determine, including the right for the allotment and sale of any or all of its unissued shares or of shares purchased or to be purchased, to the employees of the corporation, or to the employees of subsidiary corporations or to a trustee on their behalf, and for the payment of such shares in installments or at one time, and for the establishment of a special fund or funds in which such employees during the period of their employment or other period of time may be privileged to participate on such terms and conditions as may be imposed in respect thereof. Shares otherwise subject to pre-emptive rights under any articles of incorporation may be allotted and sold under such plan free from pre-emptive rights only with the written consent or vote of the holders of a majority of the shares entitled to exercise pre-emptive rights with respect thereto. Such allotment or sale may be cancelled by mutual agreement between the corporation or any employee or trustee, or in any other legal manner.
(2) The powers of a corporation, except as otherwise provided, shall be exercised by the board of directors.
History: 1956, Act 218, Eff. Jan. 1, 1957 ;-- Am. 1957, Act 91, Eff. Sept. 27, 1957 Popular Name: Act 218

Structure Michigan Compiled Laws

Michigan Compiled Laws

Chapter 500 - Insurance Code of 1956

Act 218 of 1956 - The Insurance Code of 1956 (500.100 - 500.8302)

218-1956-52 - Chapter 52 Corporate Powers, Procedures of Stock and Mutual Insurers (500.5200...500.5290)

Section 500.5200 - Applicability of Chapter.

Section 500.5202 - Life, Accident or Sickness Insurers; Reorganization Under Code.

Section 500.5204 - Companies Deemed Bodies Corporate and Politic; Corporation Law Applicable.

Section 500.5205 - Proof of Corporate Existence and Authority to Insure.

Section 500.5206 - Corporate Powers; Enumeration; Exercise by Board of Directors.

Section 500.5208 - Corporate Powers; Limitations; Applicability of Prohibition; Services Performed in Connection With Noninsured Benefit Plan; Provisions; Interference With Rights and Obligations Under Collective Bargaining Agreement Prohibited; Repo...

Section 500.5208a - Definitions; Prohibited Conduct; Probable Cause of Violation; Notice of Hearing; Opportunity to Confer and Discuss Complaint and Proceedings; Action for Damages; Hearing; Findings and Decision; Cease and Desist Order; Processing C...

Section 500.5209 - Insurer's Name; Restrictions.

Section 500.5210 - Dealing in Commodities Prohibited; Exception.

Section 500.5214 - Articles of Incorporation; Amendment.

Section 500.5215 - Articles of Domestic Stock Insurer; Amendment as to Increase, Decrease, or Reclassification of Capital Stock.

Section 500.5216 - Articles; Amendment as to Reduction of Capital; Condition; Methods of Effecting Reduction.

Section 500.5218 - Increase or Decrease of Capital Stock; Authorization by Commissioner; Approval by Stockholders; Vote; Final Approval; Par Value of Stock; Issuance of New Stock.

Section 500.5220 - Blank Forms for Amending Articles.

Section 500.5222 - Corporate Life; Extension.

Section 500.5224 - Corporate Life; Expiration, Liquidation.

Section 500.5228 - Bylaws; Adoption; Filing.

Section 500.5230 - Special Meetings of Stockholders or Members; Notice of Meetings.

Section 500.5232 - Voting Rights; Stockholders, Members, Proxies, Fiduciaries, Pledgees.

Section 500.5234 - Stockholders and Members; Voting Rights, Quorum.

Section 500.5236 - Voting Rights; Inspectors of Election.

Section 500.5238 - Trustees or Directors; Residency Requirement; Director as Policyholder of Insurer; Meetings; Frequency; Oath.

Section 500.5239 - Repealed. 1988, Act 290, Eff. Jan. 1, 1989.

Section 500.5240 - Discharging Duties of Director or Officer; Commencement of Action for Failure to Perform Duties.

Section 500.5241 - Indemnification Against Expenses of Action, Suit, or Proceeding Generally.

Section 500.5242 - Indemnification Against Expenses of Action, Suit, or Proceeding; Additional Provisions.

Section 500.5242a - Indemnification Against Expenses of Action, Suit, or Proceeding; Mandatory; Standard of Conduct; Determination.

Section 500.5242b - Payment of Expenses in Advance of Final Disposition of Action, Suit, or Proceeding; Undertaking.

Section 500.5242c - Indemnification or Advancement of Expenses Not Exclusive of Other Rights; Indemnification Inuring to Benefit of Heirs, Executors, and Administrators.

Section 500.5242d - “Corporation” Defined for Purposes of MCL 500.5241 to 500.5242c.

Section 500.5243 - Repealed. 1988, Act 290, Eff. Jan. 1, 1989.

Section 500.5244 - Liability for Payment Under Invalid Law or Ordinance.

Section 500.5245 - Board of Directors; Quorum; Special Meetings; Consent to Action Taken Without Meeting.

Section 500.5246 - Officers and Agents; Appointment, Removal, Bond.

Section 500.5248 - Directors, Officers, and Employees of Domestic Insurer; Compensation.

Section 500.5252 - Director or Officer of Insurance Corporation; Receiving Money or Valuables For, or Having Pecuniary Interest In, Purchase, Sale, or Loan Prohibited; Certain Transactions Not Prohibited; Issuing Certificate of Exemption; Hearing; Re...

Section 500.5256 - Records Relating to Insurer's Business or Affairs; Locations; Production; Safekeeping of Securities, Notes, Mortgages, or Other Evidences of Indebtedness; Exceptions; Holding Certificates in Name of Nominee; Indorsement; Control or...

Section 500.5258 - Acknowledgments.

Section 500.5260 - Stock Certificates; Substitutions.

Section 500.5264 - Expenditures, Vouchers, and Affidavits.

Section 500.5266 - Dividends to Stockholders; General Provision.

Section 500.5267 - Dividends to Stockholders; Domestic Fire Insurance Company.

Section 500.5270 - Insurer's Rights as Stockholder in Other Corporations.

Section 500.5272 - Domestic Fire Insurance Company; Deficiency of Assets; Notice; Cessation of Business; Liability.

Section 500.5274 - Domestic Fire Insurance Company; Assessment of Stockholders.

Section 500.5276 - Domestic Fire Insurance Company; Liability of Directors Under New Risks Accepted During Deficiency.

Section 500.5280 - Domestic Mutual Insurer; Assets; Deficiency; Liability of Director.

Section 500.5282 - Domestic Stock Insurer; Statement of Beneficial Ownership of Equity Securities.

Section 500.5283 - Unfair Use of Information; Prevention; Actions for Recovery of Profits; Limitations; Exempt Transactions.

Section 500.5283a - Acquisition of Stock or Stock Option; Exemption From MCL 500.5283; Conditions; Definition.

Section 500.5283b - Selection of Director or Officer to Whom Stock Allocated or Options Granted; Exercise of Discretion; Director or Committee Member as Disinterested Person; Section Inapplicable to Certain Options or Equity Securities.

Section 500.5283c - Stock Purchase Plan; Limitations.

Section 500.5284 - Securities Not Owned; Sale; Failure to Deliver to Transferee; Exception.

Section 500.5285 - Nonapplication of Sections to Certain Transactions.

Section 500.5286 - Foreign or Domestic Arbitrage Transactions; Exemptions.

Section 500.5287 - Equity Security; Definition.

Section 500.5288 - Registered Equity Securities; Exemptions; Conditions.

Section 500.5289 - Insurance Commissioner; Regulatory Powers; Effect of Good Faith.

Section 500.5290 - Unlawful Solicitation; Use of Name to Solicit Proxies or Consents.