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2020 Rhode Island General Laws
Title 7 - Corporations, Associations and Partnerships
Chapter 7-1.2 Rhode Island Business Corporation Act
- Section 7-1.2-101 Short title.
- Section 7-1.2-102 Reservation of power.
- Section 7-1.2-103 Effect of repeal of prior acts.
- Section 7-1.2-104 Severability.
- Section 7-1.2-105 Execution, filing and recording of instruments.
- Section 7-1.2-106 Definitions.
- Section 7-1.2-201 Incorporators and organization of the corporation.
- Section 7-1.2-202 Articles of incorporation.
- Section 7-1.2-203 Bylaws.
- Section 7-1.2-301 Purposes.
- Section 7-1.2-302 Powers.
- Section 7-1.2-303 Defense of ultra vires.
- Section 7-1.2-401 Corporate name.
- Section 7-1.2-402 Fictitious business name.
- Section 7-1.2-403 Reserved name.
- Section 7-1.2-404 Registered name.
- Section 7-1.2-501 Registered office and registered agent - Designation of registered agent without authority.
- Section 7-1.2-502 Change of registered office or registered agent.
- Section 7-1.2-503 Service of process on corporation.
- Section 7-1.2-601 Right of corporation to acquire, dispose of and cancel its own shares.
- Section 7-1.2-602 Authorized shares - Shares in classes or series - Issuance of shares.
- Section 7-1.2-603 Subscription for shares.
- Section 7-1.2-604 Issuance of and consideration for shares.
- Section 7-1.2-605 Par value per share.
- Section 7-1.2-606 Share rights and options.
- Section 7-1.2-607 Expenses of organization, reorganization and financing.
- Section 7-1.2-608 Form and content of certificates.
- Section 7-1.2-609 Share transfer and ownership restrictions.
- Section 7-1.2-610 Fractional shares.
- Section 7-1.2-611 Bonds - Facsimile signatures and seals.
- Section 7-1.2-612 Liability of subscribers and shareholders.
- Section 7-1.2-613 Shareholder's preemptive rights.
- Section 7-1.2-614 Distributions to shareholders.
- Section 7-1.2-701 Meetings of shareholders.
- Section 7-1.2-702 Notice to shareholders.
- Section 7-1.2-703 Closing of transfer books and fixing record date.
- Section 7-1.2-704 Voting list.
- Section 7-1.2-705 Quorum of shareholders required for shareholders' action.
- Section 7-1.2-706 Greater voting requirements.
- Section 7-1.2-707 Action by shareholders without a meeting.
- Section 7-1.2-708 Voting of shares.
- Section 7-1.2-709 Voting trusts and agreements among shareholders.
- Section 7-1.2-710 Voting and inspection rights of bondholders and debenture holders.
- Section 7-1.2-711 Actions by shareholders.
- Section 7-1.2-801 Board of directors.
- Section 7-1.2-802 Number and election of directors.
- Section 7-1.2-803 Classification of directors.
- Section 7-1.2-804 Vacancies.
- Section 7-1.2-805 Removal of directors.
- Section 7-1.2-806 Quorum of directors.
- Section 7-1.2-807 Director and officer conflicts of interest.
- Section 7-1.2-808 Executive and other committees.
- Section 7-1.2-809 Place, notice, and form of notice of directors' and committee meetings.
- Section 7-1.2-810 Action by directors without a meeting.
- Section 7-1.2-811 Liability of directors in certain cases.
- Section 7-1.2-812 Officers.
- Section 7-1.2-813 Resignation and removal of officers.
- Section 7-1.2-814 Indemnification.
- Section 7-1.2-901 Right to amend articles of incorporation.
- Section 7-1.2-902 Right to amend legislative charters.
- Section 7-1.2-903 Procedure to amend articles of incorporation.
- Section 7-1.2-904 Class voting on amendments.
- Section 7-1.2-905 Articles of amendment.
- Section 7-1.2-906 Restated articles of incorporation.
- Section 7-1.2-907 Amendment of articles of incorporation in reorganization proceedings.
- Section 7-1.2-1001 Procedure for merger.
- Section 7-1.2-1002 Approval by shareholders of merger.
- Section 7-1.2-1003 Articles of merger.
- Section 7-1.2-1004 Merger of subsidiary corporation.
- Section 7-1.2-1005 Effect of merger.
- Section 7-1.2-1006 Merger of domestic and foreign corporations or other business entities.
- Section 7-1.2-1007 Conversion of other entities to a domestic corporation.
- Section 7-1.2-1008 Conversion of a domestic corporation to other entities.
- Section 7-1.2-1101 Sale of assets in regular course of business and mortgage or pledge of assets.
- Section 7-1.2-1102 Sale of assets other than in regular course of business.
- Section 7-1.2-1201 Right of shareholders to dissent.
- Section 7-1.2-1202 Rights of dissenting shareholders.
- Section 7-1.2-1301 Voluntary dissolution by incorporators.
- Section 7-1.2-1302 Voluntary dissolution by consent of shareholders.
- Section 7-1.2-1303 Voluntary dissolution by act of corporation.
- Section 7-1.2-1304 Revocation of voluntary dissolution proceedings by consent of shareholders.
- Section 7-1.2-1305 Revocation of voluntary dissolution proceedings by act of corporation.
- Section 7-1.2-1306 Filing of statement of revocation of voluntary dissolution proceedings.
- Section 7-1.2-1307 Effect of statement of revocation of voluntary dissolution proceedings.
- Section 7-1.2-1308 Articles of dissolution.
- Section 7-1.2-1309 Filing of articles of dissolution.
- Section 7-1.2-1310 Revocation of articles of incorporation.
- Section 7-1.2-1311 Issuance of certificates of revocation.
- Section 7-1.2-1312 Withdrawal of certificate of revocation.
- Section 7-1.2-1313 Appeal from revocation of articles of incorporation.
- Section 7-1.2-1314 Jurisdiction of court to liquidate assets and business of corporation.
- Section 7-1.2-1315 Avoidance of dissolution by share buyout.
- Section 7-1.2-1316 Procedure in liquidation of corporation by court.
- Section 7-1.2-1317 Bond of receivers.
- Section 7-1.2-1318 Filing of claims in liquidation proceedings.
- Section 7-1.2-1319 Discontinuance of liquidation proceedings.
- Section 7-1.2-1320 Decree of involuntary dissolution.
- Section 7-1.2-1321 Filing of decree of dissolution.
- Section 7-1.2-1322 Deposit with state treasury of amount due certain shareholders.
- Section 7-1.2-1323 Jurisdiction of court to appoint a receiver.
- Section 7-1.2-1324 Survival of remedy after dissolution.
- Section 7-1.2-1325 Continuation of certain corporate powers.
- Section 7-1.2-1401 Admission of foreign corporation and other entities.
- Section 7-1.2-1402 Powers of foreign corporation.
- Section 7-1.2-1403 Corporate name of foreign corporation.
- Section 7-1.2-1404 Change of name by foreign corporation.
- Section 7-1.2-1405 Application for certificate of authority.
- Section 7-1.2-1406 Filing of application for certificate of authority.
- Section 7-1.2-1407 Effect of certificate of authority.
- Section 7-1.2-1408 Registered office and registered agent of foreign corporation.
- Section 7-1.2-1409 Change of registered office or registered agent of foreign corporation.
- Section 7-1.2-1410 Service of process on foreign corporation.
- Section 7-1.2-1411 Amended certificate of authority.
- Section 7-1.2-1411.1 Foreign application for transfer of authority.
- Section 7-1.2-1412 Withdrawal of foreign corporation.
- Section 7-1.2-1413 Filing of application for withdrawal.
- Section 7-1.2-1414 Revocation of certificate of authority.
- Section 7-1.2-1415 Issuance of certificate of revocation.
- Section 7-1.2-1416 Withdrawal of certificate of revocation.
- Section 7-1.2-1417 Application to corporations previously authorized to transact business in this state.
- Section 7-1.2-1418 Transacting business without certificate of authority.
- Section 7-1.2-1501 Annual reports of domestic and foreign corporations.
- Section 7-1.2-1502 Books and records.
- Section 7-1.2-1601 The secretary of state.
- Section 7-1.2-1602 Fees and charges payable to the secretary of state upon filing, certifying or copying of papers.
- Section 7-1.2-1603 Penalties imposed upon officers and directors.
- Section 7-1.2-1604 Interrogatories.
- Section 7-1.2-1605 Certificates and certain copies to be received in evidence.
- Section 7-1.2-1701 Close corporations.
- Section 7-1.2-1801 Unauthorized assumption of corporate powers.
- Section 7-1.2-1802 Application to existing corporations organized under general acts.
- Section 7-1.2-1803 Application to foreign and interstate commerce.
- Section 7-1.2-1804 Applicability to corporations created by special acts.
Disclaimer: These codes may not be the most recent version. Rhode Island may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.
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