Pennsylvania Consolidated & Unconsolidated Statutes
Chapter 25 - Registered Corporations
Section 2501 - Application and effect of chapter


(a) General rule.--Except as otherwise provided in the scope provisions of subsequent subchapters of this chapter, this chapter shall be applicable to any business corporation that is a registered corporation as defined in section 2502 (relating to registered corporation status).
(b) Laws applicable to registered corporations.--Except as otherwise provided in this chapter, Part I (relating to preliminary provisions) and this subpart shall be generally applicable to all registered corporations. The specific provisions of this chapter shall control over the general provisions of Part I and this subpart. Except as otherwise provided in this article, a registered corporation may be simultaneously subject to this chapter and one or more other chapters of this article.
(c) Effect of a contrary provision of the articles.--
(1) Except as provided in section 2521 (relating to call of special meetings of shareholders), the articles of a registered corporation may provide either expressly or by necessary implication that any one or more of the provisions of Subchapters B (relating to powers, duties and safeguards), C (relating to directors and shareholders) and D (relating to fundamental changes generally) shall not be applicable in whole or in part to the corporation.
(2) The articles of a registered corporation may provide that any one or more of the provisions of Subchapter E (relating to control transactions) and following of this chapter shall not be applicable in whole or in part to the corporation only if, to the extent and in the manner, expressly permitted by the subchapter the applicability of which is so affected. Where any provision of Subchapter E and following of this chapter permits the applicability of a subchapter to be varied by a provision of the articles, the applicability may be varied by an amendment of the articles only if, to the extent and in the manner, expressly permitted by the subchapter the applicability of which is so affected.
(d) Rights cumulative.--The rights, remedies, prohibitions and requirements provided in Subchapter E and following of this chapter shall be in addition to and not in lieu of any other rights, remedies, prohibitions or requirements provided by this subpart, the articles or bylaws of the corporation, any securities, option rights or obligations of the corporation or otherwise.
(Dec. 18, 1992, P.L.1333, No.169, eff. 60 days; Oct. 22, 2014, P.L.2640, No.172, eff. July 1, 2015)

2014 Amendment. Act 172 amended subsecs. (b) and (c).
1992 Amendment. Act 169 amended subsec. (c) and added subsec. (d).

Structure Pennsylvania Consolidated & Unconsolidated Statutes

Pennsylvania Consolidated & Unconsolidated Statutes

Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS

Chapter 25 - Registered Corporations

Extra - Chapter Notes

Section 2501 - Application and effect of chapter

Section 2502 - Registered corporation status

Section 2503 - Acquisition of registered corporation status

Section 2504 - Termination of registered corporation status

Section 2511 - Financial reports to shareholders

Section 2512 - Dissenters rights procedure

Section 2513 - Disparate treatment of certain persons

Section 2521 - Call of special meetings of shareholders

Section 2522 - Adjournment or postponement of meeting of shareholders

Section 2523 - Quorum at shareholder meetings

Section 2524 - Consent of shareholders in lieu of meeting

Section 2525 - Appointment of custodian

Section 2526 - Voting rights of directors

Section 2527 - Authority of board of directors

Section 2528 - Notice of shareholder meetings

Section 2529 - Voting lists

Section 2530 - Qualifications of directors

Section 2535 - Proposal of amendment to articles

Section 2536 - Application by director for involuntary dissolution

Section 2537 - Dissenters rights in asset transfers

Section 2538 - Approval of transactions with interested shareholders

Section 2539 - Adoption of plan of merger by board of directors

Section 2541 - Application and effect of subchapter

Section 2542 - Definitions

Section 2543 - Controlling person or group

Section 2544 - Right of shareholders to receive payment for shares

Section 2545 - Notice to shareholders

Section 2546 - Shareholder demand for fair value

Section 2547 - Valuation procedures

Section 2548 - Coordination with control transaction

Section 2551 - Application and effect of subchapter

Section 2552 - Definitions

Section 2553 - Interested shareholder

Section 2554 - Business combination

Section 2555 - Requirements relating to certain business combinations

Section 2556 - Certain minimum conditions

Section 2561 - Application and effect of subchapter

Section 2562 - Definitions

Section 2563 - Acquiring person safe harbor

Section 2564 - Voting rights of shares acquired in a control-share acquisition

Section 2565 - Procedure for establishing voting rights of control shares

Section 2566 - Information statement of acquiring person

Section 2567 - Redemption

Section 2568 - Board determinations

Section 2571 - Application and effect of subchapter

Section 2572 - Policy and purpose

Section 2573 - Definitions

Section 2574 - Controlling person or group safe harbor

Section 2575 - Ownership by corporation of profits resulting from certain transactions

Section 2576 - Enforcement actions

Section 2581 - Definitions

Section 2582 - Severance compensation

Section 2583 - Enforcement and remedies

Section 2585 - Application and effect of subchapter

Section 2586 - Definitions

Section 2587 - Labor contracts preserved in business combination transactions

Section 2588 - Civil remedies