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Section 53-8-1 - Short title. - Chapter 53, Article 8 NMSA 1978 may be cited as...
Section 53-8-2 - Definitions. - As used in the Nonprofit Corporation Act, unless the context...
Section 53-8-3 - Applicability. - A. The provisions of the Nonprofit Corporation Act relating to...
Section 53-8-4 - Purposes. - Corporations may be organized under the Nonprofit Corporation Act for...
Section 53-8-5 - General powers. - Each corporation shall have power to: A. have perpetual succession...
Section 53-8-6 - Defense of ultra vires. - No act of a corporation and no conveyance or transfer...
Section 53-8-7 - Corporate name. - The corporate name and, if different, the name under which...
Section 53-8-8 - Registered office and registered agent. - Each corporation shall have and continuously maintain in New Mexico:...
Section 53-8-9 - Change of registered office or registered agent. - A. A corporation may change its registered office or change...
Section 53-8-10 - Service of process on corporation. - The registered agent appointed by a corporation shall be an...
Section 53-8-11 - Members. - A corporation may have one or more classes of members...
Section 53-8-12 - Bylaws. - A. The initial bylaws of a corporation shall be adopted...
Section 53-8-13 - Meetings of members. - A. Meetings of members shall be held at such place,...
Section 53-8-14 - Notice of members' meetings; waiver. - A. Unless otherwise provided in the articles of incorporation or...
Section 53-8-15 - Voting. - A. The right of the members, or any class or...
Section 53-8-16 - Quorum. - The bylaws may provide the number or percentage of members...
Section 53-8-17 - Board of directors. - The affairs of a corporation shall be managed by a...
Section 53-8-18 - Number and election of directors. - A. The number of directors of a corporation shall be...
Section 53-8-18.1 - Repealed. - Repeals. — Laws 1993, ch. 318, § 6 repealed former...
Section 53-8-19 - Vacancy. - A. Any vacancy occurring in the board of directors and...
Section 53-8-20 - Quorum of directors. - A. A majority of the number of directors fixed by...
Section 53-8-21 - Committees. - If the articles of incorporation or the bylaws so provide,...
Section 53-8-22 - Directors' meetings. - Meetings of the board of directors, regular or special, may...
Section 53-8-23 - Officers. - A. Every corporation organized under the Nonprofit Corporation Act shall...
Section 53-8-24 - Removal of officers. - Any officer elected or appointed may be removed by the...
Section 53-8-25 - Liability. - The directors, officers, employees and members of the corporation shall...
Section 53-8-25.1 - Duties of directors. - A director shall perform his duties as a director including...
Section 53-8-25.2 - Liability of directors. - No director of the corporation shall be personally liable to...
Section 53-8-25.3 - Nonprofit corporations; boards of directors; liability; immunity. - A. Except as otherwise provided in this section, no member...
Section 53-8-26 - Indemnification of officers and directors. - Each corporation shall have the power to indemnify any director...
Section 53-8-27 - Books and records. - Each corporation shall keep correct and complete books and records...
Section 53-8-28 - Shares of stock and dividends prohibited; exemption from franchise tax. - A. A corporation shall not have or issue shares of...
Section 53-8-29 - Loans to directors and officers. - Any director or officer who assents to or participates in...
Section 53-8-30 - Incorporators. - One or more persons, including profit and nonprofit corporations, may...
Section 53-8-31 - Articles of incorporation. - A. The articles of incorporation shall set forth: (1) the...
Section 53-8-32 - Filing of articles of incorporation. - A. An original and a copy, which may be a...
Section 53-8-33 - Effect of incorporation. - Unless the corporation commission [secretary of state] disapproves pursuant to...
Section 53-8-34 - Organization meetings. - A. An organization meeting of the board of directors named...
Section 53-8-35 - Right to amend articles of incorporation. - A corporation may amend its articles of incorporation, from time...
Section 53-8-36 - Procedure to amend articles of incorporation. - A. Amendments to the articles of incorporation shall be made...
Section 53-8-37 - Articles of amendment. - The articles of amendment shall be executed by the corporation...
Section 53-8-38 - Effectiveness of amendment. - A. An original and a copy, which may be a...
Section 53-8-39 - Restated articles of incorporation. - A. A domestic corporation may at any time restate its...
Section 53-8-40 - Procedure for merger. - A. Any two or more domestic corporations may merge into...
Section 53-8-41 - Procedure for consolidation. - A. Any two or more domestic corporations may consolidate into...
Section 53-8-42 - Adoption of merger or consolidation. - A. A plan of merger or consolidation shall be adopted...
Section 53-8-43 - Articles of merger or consolidation. - A. Upon approval, articles of merger or articles of consolidation...
Section 53-8-44 - Effect of merger or consolidation. - A. Unless the corporation commission [secretary of state] disapproves pursuant...
Section 53-8-45 - Merger or consolidation of domestic and foreign corporations. - A. One or more foreign corporations and one or more...
Section 53-8-46 - Sale, lease, exchange or mortgage of assets. - A sale, lease, exchange, mortgage, pledge or other disposition of...
Section 53-8-47 - Voluntary dissolution. - A. A corporation may dissolve and wind up its affairs...
Section 53-8-48 - Distribution of assets. - The assets of a corporation in the process of dissolution...
Section 53-8-49 - Plan of distribution. - A plan providing for the distribution of assets, not inconsistent...
Section 53-8-50 - Revocation of voluntary dissolution proceedings. - A. A corporation may, at any time prior to the...
Section 53-8-51 - Articles of dissolution. - If voluntary dissolution proceedings have not been revoked, then when...
Section 53-8-52 - Filing of articles of dissolution. - A. An original and a copy, which may be a...
Section 53-8-53 - Revocation of certificate of incorporation. - A. The certificate of incorporation of a corporation to conduct...
Section 53-8-54 - Issuance of certificate of revocation. - A. Upon revoking a certificate of incorporation, the commission [secretary...
Section 53-8-55 - Jurisdiction of court to liquidate assets and affairs of corporation. - A. District courts shall have full power to liquidate the...
Section 53-8-56 - Procedure in liquidation of corporation by court. - A. In proceedings to liquidate the assets and affairs of...
Section 53-8-57 - Qualification of receivers. - A receiver shall in all cases be a citizen of...
Section 53-8-58 - Filing of claims in liquidation proceedings. - In proceedings to liquidate the assets and affairs of a...
Section 53-8-59 - Discontinuance of liquidation proceedings. - The liquidation of the assets and affairs of a corporation...
Section 53-8-60 - Decree of involuntary dissolution. - In proceedings to liquidate the assets and affairs of a...
Section 53-8-61 - Filing of decree of dissolution. - In case the district court enters a decree dissolving a...
Section 53-8-62 - Deposits with state treasurer. - Upon the voluntary or involuntary dissolution of a corporation, the...
Section 53-8-63 - Survival of remedy after dissolution. - The dissolution of a corporation either by the issuance of...
Section 53-8-64 - Admission of foreign corporation. - A. No foreign corporation has the right to conduct affairs...
Section 53-8-65 - Powers of foreign corporation. - A foreign corporation which has received a certificate of authority...
Section 53-8-66 - Corporate name of foreign corporation. - No certificate of authority shall be issued to a foreign...
Section 53-8-67 - Change of name by foreign corporation. - Whenever a foreign corporation which is authorized to conduct affairs...
Section 53-8-68 - Application for certificate of authority. - A. A foreign corporation, in order to procure a certificate...
Section 53-8-69 - Filing of application for certificate of authority. - A. The following documents shall be delivered to the secretary...
Section 53-8-70 - Effect of [certificate of] authority. - Unless the corporation commission [secretary of state] disapproves pursuant to...
Section 53-8-71 - Registered office and registered agent of foreign corporation. - Each foreign corporation authorized to conduct affairs in New Mexico...
Section 53-8-72 - Change of registered office or registered agent of foreign corporation. - A. A foreign corporation authorized to conduct affairs in New...
Section 53-8-73 - Service of process on foreign corporation. - The registered agent appointed by a foreign corporation authorized to...
Section 53-8-74 - Repealed. - Repeals. — Laws 1983, ch. 304, § 73, repealed 53-8-74...
Section 53-8-75 - Merger of foreign corporation authorized to conduct affairs in this state. - Whenever a foreign corporation authorized to conduct affairs in New...
Section 53-8-76 - Amended certificate of authority. - A. A foreign corporation authorized to conduct affairs in New...
Section 53-8-77 - Withdrawal of foreign corporation. - A. A foreign corporation authorized to conduct affairs in New...
Section 53-8-78 - Filing of application for withdrawal. - A. An original and a copy, which may be a...
Section 53-8-79 - Revocation of certificate of authority. - A. The certificate of authority of a foreign corporation to...
Section 53-8-80 - Issuance of certificate of revocation. - A. Upon revoking a certificate of authority, the commission [secretary...
Section 53-8-81 - Conducting affairs without certificate of authority. - A. No foreign corporation which is conducting affairs in New...
Section 53-8-82 - Annual report. - A. Each domestic corporation and each foreign corporation authorized to...
Section 53-8-83 - Filing of annual report; initial report; supplemental report; extension of time. - A. The annual report of a domestic or foreign corporation...
Section 53-8-84 - Repealed. - Repeals. — Laws 1989, ch. 294, § 5 repealed 53-8-84...
Section 53-8-85 - Fees for filing documents and issuing certificates. - The secretary of state shall charge and collect for: A....
Section 53-8-86 - Recordkeeping. - The commission [secretary of state] shall provide, pursuant to the...
Section 53-8-86.1 - Fees of secretary of state; dishonored check; civil penalty; suspension of filing. - A. Any person or corporation that pays a fee by...
Section 53-8-87 - Miscellaneous charges. - The secretary of state shall charge and collect for furnishing...
Section 53-8-88 - Penalty imposed upon corporation. - Each corporation, domestic or foreign, that fails or refuses to...
Section 53-8-88.1 - Dormant corporations; statement in lieu of annual report. - A. Whenever any corporation is no longer actively conducting affairs...
Section 53-8-89 - Reports; affirmation; penalty. - A. All reports required to be filed with the commission...
Section 53-8-90 - Authority to make refunds. - In response to a written claim for a refund for...
Section 53-8-91 - Appeal from commission [secretary of state]. - A. If the commission [secretary of state] fails to approve...
Section 53-8-92 - Issuance of certificate of good standing and compliance. - The commission [secretary of state] may issue a certificate of...
Section 53-8-93 - Certificates and certified copies to be received in evidence. - All certificates issued by the corporation commission [secretary of state]...
Section 53-8-94 - Forms to be furnished by corporation commission [secretary of state]. - Forms for all documents to be filed in the office...
Section 53-8-95 - Greater voting requirements. - Whenever, with respect to any action to be taken by...
Section 53-8-96 - Waiver of notice. - Whenever any notice is required to be given to any...
Section 53-8-97 - Action by members or directors without a meeting. - A. Any action required by the Nonprofit Corporation Act to...
Section 53-8-98 - Unauthorized assumption of corporate powers. - All persons who assume to act as a corporation without...
Section 53-8-99 - Effect of repeal of prior acts. - The repeal of a prior act by the Nonprofit Corporation...