Ark. Code Ann. § 4-91-202 — AR Code / Title 4 / Chapter 91 / Subchapter 2 / Section 4-91-202
Definitions - Interest - Statement Required - Contracts - Prohibited Conduct
Status: in_force

(a) As used in this subchapter: (1) "Buyer" means a person or entity that has received credit in a loan transaction and is obligated to repay the loan amount; (2) "Consumer" means an individual who is solicited to purchase or who purchases the services of a credit services organization; (3) (A) "Credit repair services organization" means a person or entity that, with respect to the extension of credit by others, sells, provides, performs, or represents that the person or entity will sell, provide, or perform, in return for the payment of money or other valuable consideration, any of the following services: (i) Improve a buyer's credit record, history, or rating; (ii) Obtain an extension of credit for a buyer; (iii) Locate an independent, unaffiliated third-party lender for a buyer; (iv) Obtain an installment loan from an independent third-party lender; or (v) Provide advice or assistance to a buyer with regard to subdivision (3)(A)(i), subdivision (3)(A)(ii), or subdivision (3)(A)(iii) of this section. (B) "Credit repair services organization" does not include: (i) A person or entity authorized to make loans under state or federal law, if the person or entity is: (a) Subject to regulation and supervision by a state or federal regulatory agency; or (b) A lender approved by the United States Secretary of Housing and Urban Development for participation in a mortgage insurance program under the National Housing Act, 12 U.S.C. § 1701 et seq.; (ii) A bank, trust company, savings bank, building and loan association, savings and loan company or association, or credit union, authorized to do business under state or federal laws relating to financial institutions, the accounts of which are insured by the Federal Deposit Insurance Corporation, the National Credit Union Administration, or their operating subsidiaries; (iii) A nonprofit corporation that qualifies as a nonprofit entity under § 501(c)(3) of the Internal Revenue Code; (iv) A licensed real estate agent or broker who is performing those activities subject to the regulation of the Arkansas Real Estate Commission; (v) A licensed collection agency that is performing those activities subject to the regulation of the State Board of Collection Agencies; (vi) An attorney licensed in Arkansas rendering legal services to his or her client, when the conduct that would subject the attorney to the jurisdiction of this section is ancillary to the provision of the legal services offered; (vii) A person doing business under the laws of this state or the United States relating to any broker-dealer or commodity futures commission merchant or commodity trading advisor or agent registered and regulated by the State Securities Department or the United States Commodity Futures Trading Commission; or (viii) A consumer reporting agency as defined in 15 U.S.C. § 1681a(f) , as it existed on January 1, 2017; (4) "Extension of credit" means the right, offered or granted primarily for personal, family, or household purposes, to defer payment of debt or to incur debt and defer its payment; (5) "Lender" means a person or entity engaged in the business of making loans to buyers through a credit services organization; and (6) (A) "Loan" means an advance of funds or moneys that is conditioned on the obligation of a person or entity to repay the funds or moneys under a loan agreement, note, contract, or other instrument or document evidencing the indebtedness. (B) "Loan" includes payments for interest, expenses, and charges incurred with the making of the loan. (b) (1) The maximum rate of interest provided by § 4-57-104 applies to a loan obtained under this section. (2) Any amount paid or payable to a credit repair services organization under a loan obtained under this section that exceeds the amount provided by the lender to the buyer in connection with a loan shall be included as interest for purposes of § 4-57-104 . (c) (1) Before the execution of a contract or agreement between the buyer and a credit repair services organization or before the receipt by the credit repair services organization of any money or other valuable consideration, whichever occurs first, the credit repair services organization shall provide the buyer with a statement in writing containing: (A) A complete and accurate statement of the buyer's right to review any file on the buyer that is maintained by any consumer reporting agency, as provided under the federal Fair Credit Reporting Act, 15 U.S.C. §§ 1681-1681t ; (B) A statement that the buyer may review his or her consumer reporting agency file at no charge if a request is made to the consumer reporting agency within thirty (30) days after receiving notice that credit has been denied; (C) The approximate price the buyer will be charged by the consumer reporting agency to review his or her consumer reporting agency file; (D) A complete and accurate statement of the buyer's right to dispute the completeness or accuracy of any item contained in any file on the buyer maintained by any consumer reporting agency; (E) A complete and detailed description of the services to be performed by the credit repair services organization for the buyer and the total amount the buyer will have to pay, or become obligated to pay, for the services; (F) A statement asserting the buyer's right to proceed against the bond or trust account required under subdivision (e)(1) of this section; and (G) The name and address of the surety company that issued the bond or the name and address of the depository and the trustee and the account number of the trust account. (2) The credit repair services organization shall maintain on file for a period of two (2) years an exact copy of the statement, personally signed by the buyer, acknowledging receipt of a copy of the statement. (d) (1) A contract or agreement governing a credit repair services organization transaction or extension of credit shall: (A) Be in writing; (B) (i) Prominently disclose the annual percentage rate applicable to the loan transaction. (ii) The annual percentage rate shall be included in bold 20-point type and Arial font surrounded by a 1.5 point rectangle, as follows: "APR . %" (C) Provide a conspicuous statement in boldface type, in immediate proximity to the space reserved for the signature of the buyer, as follows: "You, the Buyer, may cancel this contract at any time before midnight of the fifth day after the date of the transaction. See the attached notice of cancellation form for an explanation of this right"; (D) Disclose the terms and conditions of payment, including the total of all payments to be made by the buyer, whether to the credit repair services organization or to some other person; (E) Provide a full and detailed description of the services to be performed by the credit repair services organization for the buyer, including all guarantees and all promises of full or partial refunds, and the estimated date by which the services are to be performed or the estimated length of time for performing the services; and (F) Provide the credit repair services organization's principal business address and the name and address of its agent in this state authorized to receive service of process. (2) The contract shall be accompanied by a completed form in duplicate, captioned "Notice of Cancellation", that shall be attached to the contract, be easily detachable, and contain in boldface type the following statement written in the same language as used within the contract: "Notice of Cancellation: Buyer may cancel this contract without any penalty or obligation within five (5) days from the date the contract is signed. If Buyer cancels this contract, any payment made by Buyer under this contract will be returned within ten (10) days following receipt by the Seller of Buyer's cancellation notice. To cancel this contract, mail or deliver a signed dated copy of this cancellation notice or any other written notice to (name of seller) at (address of seller) (place of business) not later than midnight (date). I hereby cancel this transaction, (date) (purchaser's signature)." (3) The credit repair services organization shall give to the buyer a copy of the completed contract and all other documents the credit repair services organization requires the buyer to sign at the time of the cancellation of the contract. (e) A credit repair services organization, its salespersons, agents, and representatives, and independent contractors who sell or attempt to sell the services of a credit repair services organization shall not: (1) Charge or receive any money or other valuable consideration before complete performance of the services the credit repair services organization has agreed to perform for the buyer unless the credit repair services organization: (A) Obtains a surety bond of ten thousand dollars ($10,000) issued by a surety company having a right to do business in this state; and (B) Establishes a trust account at a state or national bank or savings and loan association in this state, if the funds deposited into the trust account are federally insured; (2) Charge or receive any money or other valuable consideration solely for referral of the buyer to a lender that may extend credit to the buyer if the credit that is extended to the buyer is upon substantially the same terms as those available to the general public; (3) Make, counsel, or advise a buyer to make any statement concerning a buyer's credit worthiness, credit standing, or credit capacity that is untrue or misleading or that should be known by the exercise of reasonable care to be untrue or misleading to a credit reporting agency or to a person who has extended credit to a buyer or to whom a buyer is applying for an extension of credit; or (4) Make or use any untrue or misleading representations in the offer or sale of the services of a credit repair services organization or engage, directly or indirectly, in any act, practice, or course of business that operates or would operate as fraud or deception upon any person in connection with the offer or sale of the services of a credit repair services organization. (f) (1) A waiver by a buyer of any part of this subchapter is void. (2) An attempt by a credit repair services organization to have a buyer waive rights given by this subchapter is a violation of this subchapter. (g) In any proceeding involving this subchapter, the burden of proving an exemption or an exception from a definition described in this subchapter is upon the person claiming it. (h) A violation of this section is: (1) A deceptive and unconscionable trade practice under § 4-88-107 ; and (2) Subject to the penalties, remedies, and enforcement provided by § 4-88-101 et seq. Added by Act 2017, No. 944,§ 1, eff. 8/1/2017.

(a) As used in this subchapter: (1) "Buyer" means a person or entity that has received credit in a loan transaction and is obligated to repay the loan amount; (2) "Consumer" means an individual who is solicited to purchase or who purchases the services of a credit services organization; (3) (A) "Credit repair services organization" means a person or entity that, with respect to the extension of credit by others, sells, provides, performs, or represents that the person or entity will sell, provide, or perform, in return for the payment of money or other valuable consideration, any of the following services: (i) Improve a buyer's credit record, history, or rating; (ii) Obtain an extension of credit for a buyer; (iii) Locate an independent, unaffiliated third-party lender for a buyer; (iv) Obtain an installment loan from an independent third-party lender; or (v) Provide advice or assistance to a buyer with regard to subdivision (3)(A)(i), subdivision (3)(A)(ii), or subdivision (3)(A)(iii) of this section. (B) "Credit repair services organization" does not include: (i) A person or entity authorized to make loans under state or federal law, if the person or entity is: (a) Subject to regulation and supervision by a state or federal regulatory agency; or (b) A lender approved by the United States Secretary of Housing and Urban Development for participation in a mortgage insurance program under the National Housing Act, 12 U.S.C. § 1701 et seq.; (ii) A bank, trust company, savings bank, building and loan association, savings and loan company or association, or credit union, authorized to do business under state or federal laws relating to financial institutions, the accounts of which are insured by the Federal Deposit Insurance Corporation, the National Credit Union Administration, or their operating subsidiaries; (iii) A nonprofit corporation that qualifies as a nonprofit entity under § 501(c)(3) of the Internal Revenue Code; (iv) A licensed real estate agent or broker who is performing those activities subject to the regulation of the Arkansas Real Estate Commission; (v) A licensed collection agency that is performing those activities subject to the regulation of the State Board of Collection Agencies; (vi) An attorney licensed in Arkansas rendering legal services to his or her client, when the conduct that would subject the attorney to the jurisdiction of this section is ancillary to the provision of the legal services offered; (vii) A person doing business under the laws of this state or the United States relating to any broker-dealer or commodity futures commission merchant or commodity trading advisor or agent registered and regulated by the State Securities Department or the United States Commodity Futures Trading Commission; or (viii) A consumer reporting agency as defined in 15 U.S.C. § 1681a(f) , as it existed on January 1, 2017; (4) "Extension of credit" means the right, offered or granted primarily for personal, family, or household purposes, to defer payment of debt or to incur debt and defer its payment; (5) "Lender" means a person or entity engaged in the business of making loans to buyers through a credit services organization; and (6) (A) "Loan" means an advance of funds or moneys that is conditioned on the obligation of a person or entity to repay the funds or moneys under a loan agreement, note, contract, or other instrument or document evidencing the indebtedness. (B) "Loan" includes payments for interest, expenses, and charges incurred with the making of the loan.

(1) "Buyer" means a person or entity that has received credit in a loan transaction and is obligated to repay the loan amount;

(2) "Consumer" means an individual who is solicited to purchase or who purchases the services of a credit services organization;

(3) (A) "Credit repair services organization" means a person or entity that, with respect to the extension of credit by others, sells, provides, performs, or represents that the person or entity will sell, provide, or perform, in return for the payment of money or other valuable consideration, any of the following services: (i) Improve a buyer's credit record, history, or rating; (ii) Obtain an extension of credit for a buyer; (iii) Locate an independent, unaffiliated third-party lender for a buyer; (iv) Obtain an installment loan from an independent third-party lender; or (v) Provide advice or assistance to a buyer with regard to subdivision (3)(A)(i), subdivision (3)(A)(ii), or subdivision (3)(A)(iii) of this section. (B) "Credit repair services organization" does not include: (i) A person or entity authorized to make loans under state or federal law, if the person or entity is: (a) Subject to regulation and supervision by a state or federal regulatory agency; or (b) A lender approved by the United States Secretary of Housing and Urban Development for participation in a mortgage insurance program under the National Housing Act, 12 U.S.C. § 1701 et seq.; (ii) A bank, trust company, savings bank, building and loan association, savings and loan company or association, or credit union, authorized to do business under state or federal laws relating to financial institutions, the accounts of which are insured by the Federal Deposit Insurance Corporation, the National Credit Union Administration, or their operating subsidiaries; (iii) A nonprofit corporation that qualifies as a nonprofit entity under § 501(c)(3) of the Internal Revenue Code; (iv) A licensed real estate agent or broker who is performing those activities subject to the regulation of the Arkansas Real Estate Commission; (v) A licensed collection agency that is performing those activities subject to the regulation of the State Board of Collection Agencies; (vi) An attorney licensed in Arkansas rendering legal services to his or her client, when the conduct that would subject the attorney to the jurisdiction of this section is ancillary to the provision of the legal services offered; (vii) A person doing business under the laws of this state or the United States relating to any broker-dealer or commodity futures commission merchant or commodity trading advisor or agent registered and regulated by the State Securities Department or the United States Commodity Futures Trading Commission; or (viii) A consumer reporting agency as defined in 15 U.S.C. § 1681a(f) , as it existed on January 1, 2017;

(A) "Credit repair services organization" means a person or entity that, with respect to the extension of credit by others, sells, provides, performs, or represents that the person or entity will sell, provide, or perform, in return for the payment of money or other valuable consideration, any of the following services: (i) Improve a buyer's credit record, history, or rating; (ii) Obtain an extension of credit for a buyer; (iii) Locate an independent, unaffiliated third-party lender for a buyer; (iv) Obtain an installment loan from an independent third-party lender; or (v) Provide advice or assistance to a buyer with regard to subdivision (3)(A)(i), subdivision (3)(A)(ii), or subdivision (3)(A)(iii) of this section.

(i) Improve a buyer's credit record, history, or rating;

(ii) Obtain an extension of credit for a buyer;

(iii) Locate an independent, unaffiliated third-party lender for a buyer;

(iv) Obtain an installment loan from an independent third-party lender; or

(v) Provide advice or assistance to a buyer with regard to subdivision (3)(A)(i), subdivision (3)(A)(ii), or subdivision (3)(A)(iii) of this section.

(B) "Credit repair services organization" does not include: (i) A person or entity authorized to make loans under state or federal law, if the person or entity is: (a) Subject to regulation and supervision by a state or federal regulatory agency; or (b) A lender approved by the United States Secretary of Housing and Urban Development for participation in a mortgage insurance program under the National Housing Act, 12 U.S.C. § 1701 et seq.; (ii) A bank, trust company, savings bank, building and loan association, savings and loan company or association, or credit union, authorized to do business under state or federal laws relating to financial institutions, the accounts of which are insured by the Federal Deposit Insurance Corporation, the National Credit Union Administration, or their operating subsidiaries; (iii) A nonprofit corporation that qualifies as a nonprofit entity under § 501(c)(3) of the Internal Revenue Code; (iv) A licensed real estate agent or broker who is performing those activities subject to the regulation of the Arkansas Real Estate Commission; (v) A licensed collection agency that is performing those activities subject to the regulation of the State Board of Collection Agencies; (vi) An attorney licensed in Arkansas rendering legal services to his or her client, when the conduct that would subject the attorney to the jurisdiction of this section is ancillary to the provision of the legal services offered; (vii) A person doing business under the laws of this state or the United States relating to any broker-dealer or commodity futures commission merchant or commodity trading advisor or agent registered and regulated by the State Securities Department or the United States Commodity Futures Trading Commission; or (viii) A consumer reporting agency as defined in 15 U.S.C. § 1681a(f) , as it existed on January 1, 2017;

(i) A person or entity authorized to make loans under state or federal law, if the person or entity is: (a) Subject to regulation and supervision by a state or federal regulatory agency; or (b) A lender approved by the United States Secretary of Housing and Urban Development for participation in a mortgage insurance program under the National Housing Act, 12 U.S.C. § 1701 et seq.;

(a) Subject to regulation and supervision by a state or federal regulatory agency; or

(b) A lender approved by the United States Secretary of Housing and Urban Development for participation in a mortgage insurance program under the National Housing Act, 12 U.S.C. § 1701 et seq.;

(ii) A bank, trust company, savings bank, building and loan association, savings and loan company or association, or credit union, authorized to do business under state or federal laws relating to financial institutions, the accounts of which are insured by the Federal Deposit Insurance Corporation, the National Credit Union Administration, or their operating subsidiaries;

(iii) A nonprofit corporation that qualifies as a nonprofit entity under § 501(c)(3) of the Internal Revenue Code;

(iv) A licensed real estate agent or broker who is performing those activities subject to the regulation of the Arkansas Real Estate Commission;

(v) A licensed collection agency that is performing those activities subject to the regulation of the State Board of Collection Agencies;

(vi) An attorney licensed in Arkansas rendering legal services to his or her client, when the conduct that would subject the attorney to the jurisdiction of this section is ancillary to the provision of the legal services offered;

(vii) A person doing business under the laws of this state or the United States relating to any broker-dealer or commodity futures commission merchant or commodity trading advisor or agent registered and regulated by the State Securities Department or the United States Commodity Futures Trading Commission; or

(viii) A consumer reporting agency as defined in 15 U.S.C. § 1681a(f) , as it existed on January 1, 2017;

(4) "Extension of credit" means the right, offered or granted primarily for personal, family, or household purposes, to defer payment of debt or to incur debt and defer its payment;

(5) "Lender" means a person or entity engaged in the business of making loans to buyers through a credit services organization; and

(6) (A) "Loan" means an advance of funds or moneys that is conditioned on the obligation of a person or entity to repay the funds or moneys under a loan agreement, note, contract, or other instrument or document evidencing the indebtedness. (B) "Loan" includes payments for interest, expenses, and charges incurred with the making of the loan.

(A) "Loan" means an advance of funds or moneys that is conditioned on the obligation of a person or entity to repay the funds or moneys under a loan agreement, note, contract, or other instrument or document evidencing the indebtedness.

(B) "Loan" includes payments for interest, expenses, and charges incurred with the making of the loan.

(b) (1) The maximum rate of interest provided by § 4-57-104 applies to a loan obtained under this section. (2) Any amount paid or payable to a credit repair services organization under a loan obtained under this section that exceeds the amount provided by the lender to the buyer in connection with a loan shall be included as interest for purposes of § 4-57-104 .

(1) The maximum rate of interest provided by § 4-57-104 applies to a loan obtained under this section.

(2) Any amount paid or payable to a credit repair services organization under a loan obtained under this section that exceeds the amount provided by the lender to the buyer in connection with a loan shall be included as interest for purposes of § 4-57-104 .

(c) (1) Before the execution of a contract or agreement between the buyer and a credit repair services organization or before the receipt by the credit repair services organization of any money or other valuable consideration, whichever occurs first, the credit repair services organization shall provide the buyer with a statement in writing containing: (A) A complete and accurate statement of the buyer's right to review any file on the buyer that is maintained by any consumer reporting agency, as provided under the federal Fair Credit Reporting Act, 15 U.S.C. §§ 1681-1681t ; (B) A statement that the buyer may review his or her consumer reporting agency file at no charge if a request is made to the consumer reporting agency within thirty (30) days after receiving notice that credit has been denied; (C) The approximate price the buyer will be charged by the consumer reporting agency to review his or her consumer reporting agency file; (D) A complete and accurate statement of the buyer's right to dispute the completeness or accuracy of any item contained in any file on the buyer maintained by any consumer reporting agency; (E) A complete and detailed description of the services to be performed by the credit repair services organization for the buyer and the total amount the buyer will have to pay, or become obligated to pay, for the services; (F) A statement asserting the buyer's right to proceed against the bond or trust account required under subdivision (e)(1) of this section; and (G) The name and address of the surety company that issued the bond or the name and address of the depository and the trustee and the account number of the trust account. (2) The credit repair services organization shall maintain on file for a period of two (2) years an exact copy of the statement, personally signed by the buyer, acknowledging receipt of a copy of the statement.

(1) Before the execution of a contract or agreement between the buyer and a credit repair services organization or before the receipt by the credit repair services organization of any money or other valuable consideration, whichever occurs first, the credit repair services organization shall provide the buyer with a statement in writing containing: (A) A complete and accurate statement of the buyer's right to review any file on the buyer that is maintained by any consumer reporting agency, as provided under the federal Fair Credit Reporting Act, 15 U.S.C. §§ 1681-1681t ; (B) A statement that the buyer may review his or her consumer reporting agency file at no charge if a request is made to the consumer reporting agency within thirty (30) days after receiving notice that credit has been denied; (C) The approximate price the buyer will be charged by the consumer reporting agency to review his or her consumer reporting agency file; (D) A complete and accurate statement of the buyer's right to dispute the completeness or accuracy of any item contained in any file on the buyer maintained by any consumer reporting agency; (E) A complete and detailed description of the services to be performed by the credit repair services organization for the buyer and the total amount the buyer will have to pay, or become obligated to pay, for the services; (F) A statement asserting the buyer's right to proceed against the bond or trust account required under subdivision (e)(1) of this section; and (G) The name and address of the surety company that issued the bond or the name and address of the depository and the trustee and the account number of the trust account.

(A) A complete and accurate statement of the buyer's right to review any file on the buyer that is maintained by any consumer reporting agency, as provided under the federal Fair Credit Reporting Act, 15 U.S.C. §§ 1681-1681t ;

(B) A statement that the buyer may review his or her consumer reporting agency file at no charge if a request is made to the consumer reporting agency within thirty (30) days after receiving notice that credit has been denied;

(C) The approximate price the buyer will be charged by the consumer reporting agency to review his or her consumer reporting agency file;

(D) A complete and accurate statement of the buyer's right to dispute the completeness or accuracy of any item contained in any file on the buyer maintained by any consumer reporting agency;

(E) A complete and detailed description of the services to be performed by the credit repair services organization for the buyer and the total amount the buyer will have to pay, or become obligated to pay, for the services;

(F) A statement asserting the buyer's right to proceed against the bond or trust account required under subdivision (e)(1) of this section; and

(G) The name and address of the surety company that issued the bond or the name and address of the depository and the trustee and the account number of the trust account.

(2) The credit repair services organization shall maintain on file for a period of two (2) years an exact copy of the statement, personally signed by the buyer, acknowledging receipt of a copy of the statement.

(d) (1) A contract or agreement governing a credit repair services organization transaction or extension of credit shall: (A) Be in writing; (B) (i) Prominently disclose the annual percentage rate applicable to the loan transaction. (ii) The annual percentage rate shall be included in bold 20-point type and Arial font surrounded by a 1.5 point rectangle, as follows: "APR . %" (C) Provide a conspicuous statement in boldface type, in immediate proximity to the space reserved for the signature of the buyer, as follows: "You, the Buyer, may cancel this contract at any time before midnight of the fifth day after the date of the transaction. See the attached notice of cancellation form for an explanation of this right"; (D) Disclose the terms and conditions of payment, including the total of all payments to be made by the buyer, whether to the credit repair services organization or to some other person; (E) Provide a full and detailed description of the services to be performed by the credit repair services organization for the buyer, including all guarantees and all promises of full or partial refunds, and the estimated date by which the services are to be performed or the estimated length of time for performing the services; and (F) Provide the credit repair services organization's principal business address and the name and address of its agent in this state authorized to receive service of process. (2) The contract shall be accompanied by a completed form in duplicate, captioned "Notice of Cancellation", that shall be attached to the contract, be easily detachable, and contain in boldface type the following statement written in the same language as used within the contract: "Notice of Cancellation: Buyer may cancel this contract without any penalty or obligation within five (5) days from the date the contract is signed. If Buyer cancels this contract, any payment made by Buyer under this contract will be returned within ten (10) days following receipt by the Seller of Buyer's cancellation notice. To cancel this contract, mail or deliver a signed dated copy of this cancellation notice or any other written notice to (name of seller) at (address of seller) (place of business) not later than midnight (date). I hereby cancel this transaction, (date) (purchaser's signature)." (3) The credit repair services organization shall give to the buyer a copy of the completed contract and all other documents the credit repair services organization requires the buyer to sign at the time of the cancellation of the contract.

(1) A contract or agreement governing a credit repair services organization transaction or extension of credit shall: (A) Be in writing; (B) (i) Prominently disclose the annual percentage rate applicable to the loan transaction. (ii) The annual percentage rate shall be included in bold 20-point type and Arial font surrounded by a 1.5 point rectangle, as follows: "APR . %" (C) Provide a conspicuous statement in boldface type, in immediate proximity to the space reserved for the signature of the buyer, as follows: "You, the Buyer, may cancel this contract at any time before midnight of the fifth day after the date of the transaction. See the attached notice of cancellation form for an explanation of this right"; (D) Disclose the terms and conditions of payment, including the total of all payments to be made by the buyer, whether to the credit repair services organization or to some other person; (E) Provide a full and detailed description of the services to be performed by the credit repair services organization for the buyer, including all guarantees and all promises of full or partial refunds, and the estimated date by which the services are to be performed or the estimated length of time for performing the services; and (F) Provide the credit repair services organization's principal business address and the name and address of its agent in this state authorized to receive service of process.

(A) Be in writing;

(B) (i) Prominently disclose the annual percentage rate applicable to the loan transaction. (ii) The annual percentage rate shall be included in bold 20-point type and Arial font surrounded by a 1.5 point rectangle, as follows: "APR . %"

(i) Prominently disclose the annual percentage rate applicable to the loan transaction.

(ii) The annual percentage rate shall be included in bold 20-point type and Arial font surrounded by a 1.5 point rectangle, as follows: "APR . %"

"APR . %"

(C) Provide a conspicuous statement in boldface type, in immediate proximity to the space reserved for the signature of the buyer, as follows: "You, the Buyer, may cancel this contract at any time before midnight of the fifth day after the date of the transaction. See the attached notice of cancellation form for an explanation of this right";

"You, the Buyer, may cancel this contract at any time before midnight of the fifth day after the date of the transaction. See the attached notice of cancellation form for an explanation of this right";

(D) Disclose the terms and conditions of payment, including the total of all payments to be made by the buyer, whether to the credit repair services organization or to some other person;

(E) Provide a full and detailed description of the services to be performed by the credit repair services organization for the buyer, including all guarantees and all promises of full or partial refunds, and the estimated date by which the services are to be performed or the estimated length of time for performing the services; and

(F) Provide the credit repair services organization's principal business address and the name and address of its agent in this state authorized to receive service of process.

(2) The contract shall be accompanied by a completed form in duplicate, captioned "Notice of Cancellation", that shall be attached to the contract, be easily detachable, and contain in boldface type the following statement written in the same language as used within the contract: "Notice of Cancellation: Buyer may cancel this contract without any penalty or obligation within five (5) days from the date the contract is signed. If Buyer cancels this contract, any payment made by Buyer under this contract will be returned within ten (10) days following receipt by the Seller of Buyer's cancellation notice. To cancel this contract, mail or deliver a signed dated copy of this cancellation notice or any other written notice to (name of seller) at (address of seller) (place of business) not later than midnight (date). I hereby cancel this transaction, (date) (purchaser's signature)."

"Notice of Cancellation: Buyer may cancel this contract without any penalty or obligation within five (5) days from the date the contract is signed. If Buyer cancels this contract, any payment made by Buyer under this contract will be returned within ten (10) days following receipt by the Seller of Buyer's cancellation notice. To cancel this contract, mail or deliver a signed dated copy of this cancellation notice or any other written notice to (name of seller) at (address of seller) (place of business) not later than midnight (date). I hereby cancel this transaction, (date) (purchaser's signature)."

(3) The credit repair services organization shall give to the buyer a copy of the completed contract and all other documents the credit repair services organization requires the buyer to sign at the time of the cancellation of the contract.

(e) A credit repair services organization, its salespersons, agents, and representatives, and independent contractors who sell or attempt to sell the services of a credit repair services organization shall not: (1) Charge or receive any money or other valuable consideration before complete performance of the services the credit repair services organization has agreed to perform for the buyer unless the credit repair services organization: (A) Obtains a surety bond of ten thousand dollars ($10,000) issued by a surety company having a right to do business in this state; and (B) Establishes a trust account at a state or national bank or savings and loan association in this state, if the funds deposited into the trust account are federally insured; (2) Charge or receive any money or other valuable consideration solely for referral of the buyer to a lender that may extend credit to the buyer if the credit that is extended to the buyer is upon substantially the same terms as those available to the general public; (3) Make, counsel, or advise a buyer to make any statement concerning a buyer's credit worthiness, credit standing, or credit capacity that is untrue or misleading or that should be known by the exercise of reasonable care to be untrue or misleading to a credit reporting agency or to a person who has extended credit to a buyer or to whom a buyer is applying for an extension of credit; or (4) Make or use any untrue or misleading representations in the offer or sale of the services of a credit repair services organization or engage, directly or indirectly, in any act, practice, or course of business that operates or would operate as fraud or deception upon any person in connection with the offer or sale of the services of a credit repair services organization.

(1) Charge or receive any money or other valuable consideration before complete performance of the services the credit repair services organization has agreed to perform for the buyer unless the credit repair services organization: (A) Obtains a surety bond of ten thousand dollars ($10,000) issued by a surety company having a right to do business in this state; and (B) Establishes a trust account at a state or national bank or savings and loan association in this state, if the funds deposited into the trust account are federally insured;

(A) Obtains a surety bond of ten thousand dollars ($10,000) issued by a surety company having a right to do business in this state; and

(B) Establishes a trust account at a state or national bank or savings and loan association in this state, if the funds deposited into the trust account are federally insured;

(2) Charge or receive any money or other valuable consideration solely for referral of the buyer to a lender that may extend credit to the buyer if the credit that is extended to the buyer is upon substantially the same terms as those available to the general public;

(3) Make, counsel, or advise a buyer to make any statement concerning a buyer's credit worthiness, credit standing, or credit capacity that is untrue or misleading or that should be known by the exercise of reasonable care to be untrue or misleading to a credit reporting agency or to a person who has extended credit to a buyer or to whom a buyer is applying for an extension of credit; or

(4) Make or use any untrue or misleading representations in the offer or sale of the services of a credit repair services organization or engage, directly or indirectly, in any act, practice, or course of business that operates or would operate as fraud or deception upon any person in connection with the offer or sale of the services of a credit repair services organization.

(f) (1) A waiver by a buyer of any part of this subchapter is void. (2) An attempt by a credit repair services organization to have a buyer waive rights given by this subchapter is a violation of this subchapter.

(1) A waiver by a buyer of any part of this subchapter is void.

(2) An attempt by a credit repair services organization to have a buyer waive rights given by this subchapter is a violation of this subchapter.

(g) In any proceeding involving this subchapter, the burden of proving an exemption or an exception from a definition described in this subchapter is upon the person claiming it.

(h) A violation of this section is: (1) A deceptive and unconscionable trade practice under § 4-88-107 ; and (2) Subject to the penalties, remedies, and enforcement provided by § 4-88-101 et seq.

(1) A deceptive and unconscionable trade practice under § 4-88-107 ; and

(2) Subject to the penalties, remedies, and enforcement provided by § 4-88-101 et seq.

Added by Act 2017, No. 944,§ 1, eff. 8/1/2017.
Ark. Code Ann. § 4-75-801 — AR Code / Title 4 / Chapter 75 / Subchapter 8 / Section 4-75-801
Purpose
Status: in_force

(a) It is not the intention of §§ 4-75-801 - 4-75-806 , 4-75-808 , and 4-75-809 to guarantee a profit to any person, firm, or corporation engaged in the business of processing or distributing milk, and any such person, firm, or corporation shall be free to meet competitive prices in this state, as herein provided. (b) However, it is the intention of §§ 4-75-801 - 4-75-806 , 4-75-808 , and 4-75-809 to prevent any person, firm, or corporation engaged in the business of processing or distributing milk from lowering its selling price below cost, as defined in § 4-75-802 , plus four percent (4%), except as hereinafter stated. Acts 1955, No. 380, § 1; A.S.A. 1947, § 70-701.

(a) It is not the intention of §§ 4-75-801 - 4-75-806 , 4-75-808 , and 4-75-809 to guarantee a profit to any person, firm, or corporation engaged in the business of processing or distributing milk, and any such person, firm, or corporation shall be free to meet competitive prices in this state, as herein provided.

(b) However, it is the intention of §§ 4-75-801 - 4-75-806 , 4-75-808 , and 4-75-809 to prevent any person, firm, or corporation engaged in the business of processing or distributing milk from lowering its selling price below cost, as defined in § 4-75-802 , plus four percent (4%), except as hereinafter stated.

Acts 1955, No. 380, § 1; A.S.A. 1947, § 70-701.
Ark. Code Ann. § 4-26-1011 — AR Code / Title 4 / Chapter 26 / Subchapter 10 / Section 4-26-1011
Rights of dissenting shareholders
Status: in_force

(a) If a conversion or merger is effected under this subchapter, the surviving or new organization shall pay to a shareholder of a corporation that is a party to the conversion or merger the fair value of the shareholder's shares, upon surrender of his or her certificate or certificates representing the shares, if the shareholder: (1) Files with the corporation before or at the meeting of shareholders at which the plan of conversion or merger is submitted to a vote, a written objection to the plan of conversion or merger; (2) Does not vote in favor of the plan of conversion or merger; and (3) Within ten (10) days after the date on which the vote was taken makes written demand on the surviving or new domestic or foreign organization for payment of the fair value of his or her shares as of the day before the date on which the vote was taken approving the conversion or merger. (b) The demand shall state the number and class of the shares owned by the dissenting shareholder. (c) A shareholder failing to make demand within the ten-day period shall be bound by the terms of the conversion or merger. (d) Within ten (10) days after the conversion or merger is effected, the surviving or new organization shall give notice to each dissenting shareholder who has made demand under this section for the payment of the fair value of his or her shares. (e) (1) If within thirty (30) days after the date on which the conversion or merger was effected the value of the shares is agreed upon by the dissenting shareholder and the surviving or new organization, payment shall be made within ninety (90) days after the date on which the conversion or merger was effected upon the surrender of the shareholder's certificate or certificates representing the shares. (2) Upon payment of the agreed value the dissenting shareholder shall cease to have any interest in the shares or in the corporation. (f) (1) (A) If within the period of thirty (30) days the shareholder and the surviving or new organization do not agree to the value of the dissenting shareholder's shares, then the dissenting shareholder within sixty (60) days after the expiration of the thirty-day period may file a petition for a finding and determination of the fair value of the shares and shall be entitled to judgment against the surviving or new organization for the amount of the fair value as of the day before to the date on which the vote was taken approving such conversion or merger, together with interest thereon to the date of the judgment. (B) The petition shall be filed: (i) In the circuit court of the county in which the registered office of the surviving organization is located if the surviving organization is a domestic organization; or (ii) In the Pulaski County Circuit Court if the surviving organization is a foreign organization. (2) The judgment shall be payable only upon and simultaneously with the surrender to the surviving or new organization of the certificate or certificates representing the shares. (3) Upon payment of the judgment the dissenting shareholder shall cease to have any interest in the shares or in the surviving or new organization. (4) If a dissenting shareholder does not file a petition within the time allowed by this section, the dissenting shareholder and all persons claiming under the dissenting shareholder are bound by the terms of the conversion or merger. (g) Shares acquired by the surviving or new organization in payment of the agreed value of the shares or a judgment under this section may be held and disposed of by the organization as in the case of other treasury shares. (h) This section does not apply to a conversion or merger if on the date of filing the articles of conversion or merger, the surviving organization is the owner of all outstanding shares of the other domestic or foreign organizations that are parties to the conversion or merger. Acts 2009, No. 408, § 1.

(a) If a conversion or merger is effected under this subchapter, the surviving or new organization shall pay to a shareholder of a corporation that is a party to the conversion or merger the fair value of the shareholder's shares, upon surrender of his or her certificate or certificates representing the shares, if the shareholder: (1) Files with the corporation before or at the meeting of shareholders at which the plan of conversion or merger is submitted to a vote, a written objection to the plan of conversion or merger; (2) Does not vote in favor of the plan of conversion or merger; and (3) Within ten (10) days after the date on which the vote was taken makes written demand on the surviving or new domestic or foreign organization for payment of the fair value of his or her shares as of the day before the date on which the vote was taken approving the conversion or merger.

(1) Files with the corporation before or at the meeting of shareholders at which the plan of conversion or merger is submitted to a vote, a written objection to the plan of conversion or merger;

(2) Does not vote in favor of the plan of conversion or merger; and

(3) Within ten (10) days after the date on which the vote was taken makes written demand on the surviving or new domestic or foreign organization for payment of the fair value of his or her shares as of the day before the date on which the vote was taken approving the conversion or merger.

(b) The demand shall state the number and class of the shares owned by the dissenting shareholder.

(c) A shareholder failing to make demand within the ten-day period shall be bound by the terms of the conversion or merger.

(d) Within ten (10) days after the conversion or merger is effected, the surviving or new organization shall give notice to each dissenting shareholder who has made demand under this section for the payment of the fair value of his or her shares.

(e) (1) If within thirty (30) days after the date on which the conversion or merger was effected the value of the shares is agreed upon by the dissenting shareholder and the surviving or new organization, payment shall be made within ninety (90) days after the date on which the conversion or merger was effected upon the surrender of the shareholder's certificate or certificates representing the shares. (2) Upon payment of the agreed value the dissenting shareholder shall cease to have any interest in the shares or in the corporation.

(1) If within thirty (30) days after the date on which the conversion or merger was effected the value of the shares is agreed upon by the dissenting shareholder and the surviving or new organization, payment shall be made within ninety (90) days after the date on which the conversion or merger was effected upon the surrender of the shareholder's certificate or certificates representing the shares.

(2) Upon payment of the agreed value the dissenting shareholder shall cease to have any interest in the shares or in the corporation.

(f) (1) (A) If within the period of thirty (30) days the shareholder and the surviving or new organization do not agree to the value of the dissenting shareholder's shares, then the dissenting shareholder within sixty (60) days after the expiration of the thirty-day period may file a petition for a finding and determination of the fair value of the shares and shall be entitled to judgment against the surviving or new organization for the amount of the fair value as of the day before to the date on which the vote was taken approving such conversion or merger, together with interest thereon to the date of the judgment. (B) The petition shall be filed: (i) In the circuit court of the county in which the registered office of the surviving organization is located if the surviving organization is a domestic organization; or (ii) In the Pulaski County Circuit Court if the surviving organization is a foreign organization. (2) The judgment shall be payable only upon and simultaneously with the surrender to the surviving or new organization of the certificate or certificates representing the shares. (3) Upon payment of the judgment the dissenting shareholder shall cease to have any interest in the shares or in the surviving or new organization. (4) If a dissenting shareholder does not file a petition within the time allowed by this section, the dissenting shareholder and all persons claiming under the dissenting shareholder are bound by the terms of the conversion or merger.

(1) (A) If within the period of thirty (30) days the shareholder and the surviving or new organization do not agree to the value of the dissenting shareholder's shares, then the dissenting shareholder within sixty (60) days after the expiration of the thirty-day period may file a petition for a finding and determination of the fair value of the shares and shall be entitled to judgment against the surviving or new organization for the amount of the fair value as of the day before to the date on which the vote was taken approving such conversion or merger, together with interest thereon to the date of the judgment. (B) The petition shall be filed: (i) In the circuit court of the county in which the registered office of the surviving organization is located if the surviving organization is a domestic organization; or (ii) In the Pulaski County Circuit Court if the surviving organization is a foreign organization.

(A) If within the period of thirty (30) days the shareholder and the surviving or new organization do not agree to the value of the dissenting shareholder's shares, then the dissenting shareholder within sixty (60) days after the expiration of the thirty-day period may file a petition for a finding and determination of the fair value of the shares and shall be entitled to judgment against the surviving or new organization for the amount of the fair value as of the day before to the date on which the vote was taken approving such conversion or merger, together with interest thereon to the date of the judgment.

(B) The petition shall be filed: (i) In the circuit court of the county in which the registered office of the surviving organization is located if the surviving organization is a domestic organization; or (ii) In the Pulaski County Circuit Court if the surviving organization is a foreign organization.

(i) In the circuit court of the county in which the registered office of the surviving organization is located if the surviving organization is a domestic organization; or

(ii) In the Pulaski County Circuit Court if the surviving organization is a foreign organization.

(2) The judgment shall be payable only upon and simultaneously with the surrender to the surviving or new organization of the certificate or certificates representing the shares.

(3) Upon payment of the judgment the dissenting shareholder shall cease to have any interest in the shares or in the surviving or new organization.

(4) If a dissenting shareholder does not file a petition within the time allowed by this section, the dissenting shareholder and all persons claiming under the dissenting shareholder are bound by the terms of the conversion or merger.

(g) Shares acquired by the surviving or new organization in payment of the agreed value of the shares or a judgment under this section may be held and disposed of by the organization as in the case of other treasury shares.

(h) This section does not apply to a conversion or merger if on the date of filing the articles of conversion or merger, the surviving organization is the owner of all outstanding shares of the other domestic or foreign organizations that are parties to the conversion or merger.

Acts 2009, No. 408, § 1.
Ark. Code Ann. § 4-74-109 — AR Code / Title 4 / Chapter 74 / Section 4-74-109
Clerk's duties - Forms for applications and licenses
Status: in_force

(a) (1) The county clerk in each county shall design and cause to be printed appropriate forms for applications for licenses and for the license certificates to be issued to applicants under this chapter. (2) The license certificate shall prominently display the beginning date and the ending date of the going-out-of-business sale. (b) The county clerk to whom application is made for a license under the provisions of this chapter shall preserve such application and all information accompanying the application for a period of one (1) year from the date the license is issued. Acts 1983, No. 297, § 4; A.S.A. 1947, § 71-5504; Acts 2007, No. 348, § 2.

(a) (1) The county clerk in each county shall design and cause to be printed appropriate forms for applications for licenses and for the license certificates to be issued to applicants under this chapter. (2) The license certificate shall prominently display the beginning date and the ending date of the going-out-of-business sale.

(1) The county clerk in each county shall design and cause to be printed appropriate forms for applications for licenses and for the license certificates to be issued to applicants under this chapter.

(2) The license certificate shall prominently display the beginning date and the ending date of the going-out-of-business sale.

(b) The county clerk to whom application is made for a license under the provisions of this chapter shall preserve such application and all information accompanying the application for a period of one (1) year from the date the license is issued.

Acts 1983, No. 297, § 4; A.S.A. 1947, § 71-5504; Acts 2007, No. 348, § 2.
Ark. Code Ann. § 4-28-307 — AR Code / Title 4 / Chapter 28 / Subchapter 3 / Section 4-28-307
Domestic corporations - Effect of merger or consolidation
Status: in_force

When the merger or consolidation of domestic corporations has been effected: (1) The several corporations parties to the plan of merger or consolidation shall be a single corporation, which in the case of a merger shall be that corporation designated in the plan of merger as the surviving corporation and, in the case of consolidation, shall be the new corporation provided for in the plan of consolidation; (2) Subject to § 4-28-308 , the separate existence of all corporations party to the plan of merger or consolidation, except the surviving or new corporation, shall cease; (3) The surviving or new corporation shall have all the rights, privileges, immunities, and powers and shall be subject to all the duties and liabilities of a corporation organized under the Arkansas Nonprofit Corporation Act, § 4-28-201 et seq.; (4) The surviving or new corporation shall possess all the rights, privileges, immunities, and franchises, of a public as well as of a private nature, of each of the merging or consolidating corporations; (5) All real, personal, and mixed property, all debts due on whatever account, all other choses in action, and all and every other interest of or belonging to or due to each of the corporations so merged or consolidated shall be taken and deemed to be transferred to and vested in the single corporation without further act or deed; (6) The surviving or new corporation shall thenceforth be responsible and liable for all the liabilities and obligations of each of the corporations so merged or consolidated, and any claim existing or action or proceeding pending by or against any of the corporations may be prosecuted as if the merger or consolidation had not taken place or the surviving or new corporation may be substituted in its place. Neither the rights of creditors nor any liens upon the property of any such corporations shall be impaired by merger or consolidation; and (7) In the case of a merger, the articles of incorporation of the surviving corporation shall be deemed to be amended to the extent, if any, that changes in its articles of incorporation are stated in the plan of merger, and, in the case of a consolidation, the statements set forth in the articles of consolidation and which are required or are permitted to be set forth in the articles of incorporation of corporations organized under the Arkansas Nonprofit Corporation Act, § 4-28-201 et seq., shall be deemed to be the articles of incorporation of the new corporation. Acts 1983, No. 614, § 6; A.S.A. 1947, § 64-1930.

When the merger or consolidation of domestic corporations has been effected:

(1) The several corporations parties to the plan of merger or consolidation shall be a single corporation, which in the case of a merger shall be that corporation designated in the plan of merger as the surviving corporation and, in the case of consolidation, shall be the new corporation provided for in the plan of consolidation;

(2) Subject to § 4-28-308 , the separate existence of all corporations party to the plan of merger or consolidation, except the surviving or new corporation, shall cease;

(3) The surviving or new corporation shall have all the rights, privileges, immunities, and powers and shall be subject to all the duties and liabilities of a corporation organized under the Arkansas Nonprofit Corporation Act, § 4-28-201 et seq.;

(4) The surviving or new corporation shall possess all the rights, privileges, immunities, and franchises, of a public as well as of a private nature, of each of the merging or consolidating corporations;

(5) All real, personal, and mixed property, all debts due on whatever account, all other choses in action, and all and every other interest of or belonging to or due to each of the corporations so merged or consolidated shall be taken and deemed to be transferred to and vested in the single corporation without further act or deed;

(6) The surviving or new corporation shall thenceforth be responsible and liable for all the liabilities and obligations of each of the corporations so merged or consolidated, and any claim existing or action or proceeding pending by or against any of the corporations may be prosecuted as if the merger or consolidation had not taken place or the surviving or new corporation may be substituted in its place. Neither the rights of creditors nor any liens upon the property of any such corporations shall be impaired by merger or consolidation; and

(7) In the case of a merger, the articles of incorporation of the surviving corporation shall be deemed to be amended to the extent, if any, that changes in its articles of incorporation are stated in the plan of merger, and, in the case of a consolidation, the statements set forth in the articles of consolidation and which are required or are permitted to be set forth in the articles of incorporation of corporations organized under the Arkansas Nonprofit Corporation Act, § 4-28-201 et seq., shall be deemed to be the articles of incorporation of the new corporation.

Acts 1983, No. 614, § 6; A.S.A. 1947, § 64-1930.
Ark. Code Ann. § 4-46-1104 — AR Code / Title 4 / Chapter 46 / Subchapter 11 / Section 4-46-1104
Activities not constituting transacting business
Status: in_force

(a) Activities of a foreign limited liability partnership which do not constitute transacting business within the meaning of this subchapter include: (1) maintaining, defending, or settling an action or proceeding; (2) holding meetings of its partners or carrying on any other activity concerning its internal affairs; (3) maintaining bank accounts; (4) maintaining offices or agencies for the transfer, exchange, and registration of the partnership's own securities or maintaining trustees or depositories with respect to those securities; (5) selling through independent contractors; (6) soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this State before they become contracts; (7) creating or acquiring indebtedness, mortgages, or security interests in real or personal property; (8) securing or collecting debts or foreclosing mortgages or other security interests in property securing the debts, and holding, protecting, and maintaining property so acquired; (9) conducting an isolated transaction that is completed within thirty (30) days and is not one in the course of similar transactions of like nature; and (10) transacting business in interstate commerce. (b) For purposes of this subchapter, the ownership in this State of income-producing real property or tangible personal property, other than property excluded under subsection (a) of this section, constitutes transacting business in this State. (c) This section does not apply in determining the contacts or activities that may subject a foreign limited liability partnership to service of process, taxation, or regulation under any other law of this State. Acts 1999, No. 1518, § 1104.

(a) Activities of a foreign limited liability partnership which do not constitute transacting business within the meaning of this subchapter include: (1) maintaining, defending, or settling an action or proceeding; (2) holding meetings of its partners or carrying on any other activity concerning its internal affairs; (3) maintaining bank accounts; (4) maintaining offices or agencies for the transfer, exchange, and registration of the partnership's own securities or maintaining trustees or depositories with respect to those securities; (5) selling through independent contractors; (6) soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this State before they become contracts; (7) creating or acquiring indebtedness, mortgages, or security interests in real or personal property; (8) securing or collecting debts or foreclosing mortgages or other security interests in property securing the debts, and holding, protecting, and maintaining property so acquired; (9) conducting an isolated transaction that is completed within thirty (30) days and is not one in the course of similar transactions of like nature; and (10) transacting business in interstate commerce.

(1) maintaining, defending, or settling an action or proceeding;

(2) holding meetings of its partners or carrying on any other activity concerning its internal affairs;

(3) maintaining bank accounts;

(4) maintaining offices or agencies for the transfer, exchange, and registration of the partnership's own securities or maintaining trustees or depositories with respect to those securities;

(5) selling through independent contractors;

(6) soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this State before they become contracts;

(7) creating or acquiring indebtedness, mortgages, or security interests in real or personal property;

(8) securing or collecting debts or foreclosing mortgages or other security interests in property securing the debts, and holding, protecting, and maintaining property so acquired;

(9) conducting an isolated transaction that is completed within thirty (30) days and is not one in the course of similar transactions of like nature; and

(10) transacting business in interstate commerce.

(b) For purposes of this subchapter, the ownership in this State of income-producing real property or tangible personal property, other than property excluded under subsection (a) of this section, constitutes transacting business in this State.

(c) This section does not apply in determining the contacts or activities that may subject a foreign limited liability partnership to service of process, taxation, or regulation under any other law of this State.

Acts 1999, No. 1518, § 1104.
Ark. Code Ann. § 4-26-619 — AR Code / Title 4 / Chapter 26 / Subchapter 6 / Section 4-26-619
Dividends other than in shares of the corporation
Status: in_force

In respect to all dividends payable by a corporation other than dividends payable in its own shares: (1) Subject to subdivisions (3) and (4) of this section, these dividends shall be payable only: (A) Out of the unreserved and unrestricted earned surplus of the corporation; or (B) Out of the capital surplus other than revaluation surplus of the corporation, but dividends from capital surplus may be paid only if there is no unreserved and unrestricted earned surplus and then only to shares entitled to cumulative preferential dividends, and no capital surplus paid in by any class of stock may be used for the payment of dividends on any class junior thereto; or (C) Out of the corporation's net profits for the fiscal year then current. (2) No dividend may be declared or paid if there are reasonable grounds for believing that upon the payment: (A) The liabilities of the corporation would exceed its assets; or (B) The corporation would be unable to pay its obligations to creditors as they become due in the ordinary course of business; or (C) The highest liquidation preferences of shares entitled to such preference over the shares receiving the dividend would exceed the corporation's net assets; or (D) The payment of the dividend would be contrary to any provision of the articles of incorporation. (3) Except to the extent prohibited by its articles of incorporation, a corporation engaged solely or substantially in the exploitation of mines, timber, oil wells, gas wells, patents, or other wasting assets, or organized solely or substantially for the liquidation of specific assets, may, for the purpose of determining its right to pay dividends, compute its earned surplus or net profits without deduction for the depletion of assets incidental to the exploitation or liquidation or lapse of time. (4) Notwithstanding any provision of this chapter to the contrary, a corporation engaged primarily in the holding or sale of securities may, subject to the restriction contained in subdivision (2) of this section, pay to the holders of common or preferred stock a dividend from revaluation surplus represented by appreciation, readily ascertainable and realizable in cash, in the value of securities held by the corporation; but such dividend may be paid only after the board of directors shall have determined, with the determination to be included in the resolution authorizing the dividend, that the assets of the corporation remaining after the payment of such dividend have a fair value which is not less than one and one-fourth (1¼) times the amount of its liabilities to creditors. (5) In respect to each dividend payable to the holders of preferred stock out of capital surplus as permitted under subdivision (1)(B) of this section, or payable without deduction for depletion as permitted under subdivision (3) of this section, or payable out of unrealized appreciation as permitted in subdivision (4) of this section, concurrently with the payment of the dividend, the corporation shall disclose to each shareholder receiving a dividend the source from which the dividend is paid; and the source from which the dividend is paid shall also be shown on all notices, reports, and statements which contain a reference to such dividend. (6) Notwithstanding any other provision of this chapter, in any situation where as much as ninety-five percent (95%) of the capital stock of a corporation is owned by one (1) or more other corporations, the corporation whose stock is so owned may pay dividends out of its assets in excess of its liabilities to creditors regardless of the effect of such dividends upon the stated capital account, provided the assets remaining after such dividends shall have a value of at least one and one-fourth (1¼) times the amount of such corporation's liability to its creditors and provided further such dividends will not impair such corporation's ability to pay its debts as they mature. Acts 1965, No. 576, § 45; A.S.A. 1947, § 64-402.

In respect to all dividends payable by a corporation other than dividends payable in its own shares:

(1) Subject to subdivisions (3) and (4) of this section, these dividends shall be payable only: (A) Out of the unreserved and unrestricted earned surplus of the corporation; or (B) Out of the capital surplus other than revaluation surplus of the corporation, but dividends from capital surplus may be paid only if there is no unreserved and unrestricted earned surplus and then only to shares entitled to cumulative preferential dividends, and no capital surplus paid in by any class of stock may be used for the payment of dividends on any class junior thereto; or (C) Out of the corporation's net profits for the fiscal year then current.

(A) Out of the unreserved and unrestricted earned surplus of the corporation; or

(B) Out of the capital surplus other than revaluation surplus of the corporation, but dividends from capital surplus may be paid only if there is no unreserved and unrestricted earned surplus and then only to shares entitled to cumulative preferential dividends, and no capital surplus paid in by any class of stock may be used for the payment of dividends on any class junior thereto; or

(C) Out of the corporation's net profits for the fiscal year then current.

(2) No dividend may be declared or paid if there are reasonable grounds for believing that upon the payment: (A) The liabilities of the corporation would exceed its assets; or (B) The corporation would be unable to pay its obligations to creditors as they become due in the ordinary course of business; or (C) The highest liquidation preferences of shares entitled to such preference over the shares receiving the dividend would exceed the corporation's net assets; or (D) The payment of the dividend would be contrary to any provision of the articles of incorporation.

(A) The liabilities of the corporation would exceed its assets; or

(B) The corporation would be unable to pay its obligations to creditors as they become due in the ordinary course of business; or

(C) The highest liquidation preferences of shares entitled to such preference over the shares receiving the dividend would exceed the corporation's net assets; or

(D) The payment of the dividend would be contrary to any provision of the articles of incorporation.

(3) Except to the extent prohibited by its articles of incorporation, a corporation engaged solely or substantially in the exploitation of mines, timber, oil wells, gas wells, patents, or other wasting assets, or organized solely or substantially for the liquidation of specific assets, may, for the purpose of determining its right to pay dividends, compute its earned surplus or net profits without deduction for the depletion of assets incidental to the exploitation or liquidation or lapse of time.

(4) Notwithstanding any provision of this chapter to the contrary, a corporation engaged primarily in the holding or sale of securities may, subject to the restriction contained in subdivision (2) of this section, pay to the holders of common or preferred stock a dividend from revaluation surplus represented by appreciation, readily ascertainable and realizable in cash, in the value of securities held by the corporation; but such dividend may be paid only after the board of directors shall have determined, with the determination to be included in the resolution authorizing the dividend, that the assets of the corporation remaining after the payment of such dividend have a fair value which is not less than one and one-fourth (1¼) times the amount of its liabilities to creditors.

(5) In respect to each dividend payable to the holders of preferred stock out of capital surplus as permitted under subdivision (1)(B) of this section, or payable without deduction for depletion as permitted under subdivision (3) of this section, or payable out of unrealized appreciation as permitted in subdivision (4) of this section, concurrently with the payment of the dividend, the corporation shall disclose to each shareholder receiving a dividend the source from which the dividend is paid; and the source from which the dividend is paid shall also be shown on all notices, reports, and statements which contain a reference to such dividend.

(6) Notwithstanding any other provision of this chapter, in any situation where as much as ninety-five percent (95%) of the capital stock of a corporation is owned by one (1) or more other corporations, the corporation whose stock is so owned may pay dividends out of its assets in excess of its liabilities to creditors regardless of the effect of such dividends upon the stated capital account, provided the assets remaining after such dividends shall have a value of at least one and one-fourth (1¼) times the amount of such corporation's liability to its creditors and provided further such dividends will not impair such corporation's ability to pay its debts as they mature.

Acts 1965, No. 576, § 45; A.S.A. 1947, § 64-402.
Ark. Code Ann. § 4-29-202 — AR Code / Title 4 / Chapter 29 / Subchapter 2 / Section 4-29-202
Definitions
Status: in_force

As used in this subchapter, unless the context otherwise requires: (1) "Beneficial owner" means an individual who is the grantor and sole trustee of a revocable living trust wherein the individual reserves the unrestricted right to revoke the trust; (2) "Professional service" means any type of professional service which may be legally performed only pursuant to a license or other legal personal authorization for example, the personal service rendered by certified public accountants, architects, engineers, dentists, doctors, and attorneys at law; and (3) "Shareholder" means either: (A) The person in whose name shares are registered in the records of a corporation; or (B) The beneficial owner of shares of a revocable living trust where the shares are registered in the records of the corporation in the name of the revocable living trust. Acts 1963, No. 155, § 2; 1970 (Ex. Sess.), No. 13, § 1; A.S.A. 1947, § 64-2002; Acts 1997, No. 306, § 1.

As used in this subchapter, unless the context otherwise requires:

(1) "Beneficial owner" means an individual who is the grantor and sole trustee of a revocable living trust wherein the individual reserves the unrestricted right to revoke the trust;

(2) "Professional service" means any type of professional service which may be legally performed only pursuant to a license or other legal personal authorization for example, the personal service rendered by certified public accountants, architects, engineers, dentists, doctors, and attorneys at law; and

(3) "Shareholder" means either: (A) The person in whose name shares are registered in the records of a corporation; or (B) The beneficial owner of shares of a revocable living trust where the shares are registered in the records of the corporation in the name of the revocable living trust.

(A) The person in whose name shares are registered in the records of a corporation; or

(B) The beneficial owner of shares of a revocable living trust where the shares are registered in the records of the corporation in the name of the revocable living trust.

Acts 1963, No. 155, § 2; 1970 (Ex. Sess.), No. 13, § 1; A.S.A. 1947, § 64-2002; Acts 1997, No. 306, § 1.
Ark. Code Ann. § 4-47-102 — AR Code / Title 4 / Chapter 47 / Subchapter 1 / Section 4-47-102
Definitions
Status: in_force

In this chapter: (1) "Certificate of limited partnership" means the certificate required by § 4-47-201 . The term includes the certificate as amended or restated. (2) "Contribution", except in the phrase "right of contribution", means any benefit provided by a person to a limited partnership in order to become a partner or in the person's capacity as a partner. (3) "Debtor in bankruptcy" means a person that is the subject of: (A) an order for relief under Title 11 of the United States Code or a comparable order under a successor statute of general application; or (B) a comparable order under federal, state, or foreign law governing insolvency. (4) "Designated office" means: (A) with respect to a limited partnership, the office that the limited partnership is required to designate and maintain under § 4-47-114 ; and (B) with respect to a foreign limited partnership, its principal office. (5) "Distribution" means a transfer of money or other property from a limited partnership to a partner in the partner's capacity as a partner or to a transferee on account of a transferable interest owned by the transferee. (6) "Foreign limited liability limited partnership" means a foreign limited partnership whose general partners have limited liability for the obligations of the foreign limited partnership under a provision similar to § 4-47-404(c) . (7) "Foreign limited partnership" means a partnership formed under the laws of a jurisdiction other than this State and required by those laws to have one or more general partners and one or more limited partners. The term includes a foreign limited liability limited partnership. (8) "General partner" means: (A) with respect to a limited partnership, a person that: (i) becomes a general partner under § 4-47-401 ; or (ii) was a general partner in a limited partnership when the limited partnership became subject to this chapter under § 4-47-1206(a) or (b) ; and (B) with respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a general partner in a limited partnership. (9) "Limited liability limited partnership", except in the phrase "foreign limited liability limited partnership", means a limited partnership whose certificate of limited partnership states that the limited partnership is a limited liability limited partnership. (10) "Limited partner" means: (A) with respect to a limited partnership, a person that: (i) becomes a limited partner under § 4-47-301 ; or (ii) was a limited partner in a limited partnership when the limited partnership became subject to this chapter under § 4-47-1206(a) or (b) ; and (B) with respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a limited partner in a limited partnership. (11) "Limited partnership", except in the phrases "foreign limited partnership" and "foreign limited liability limited partnership", means an entity, having one or more general partners and one or more limited partners, which is formed under this chapter by two or more persons or becomes subject to this chapter under subchapter 11 or § 4-47-1206(a) or (b) . The term includes a limited liability limited partnership. (12) "Partner" means a limited partner or general partner. (13) "Partnership agreement" means the partners' agreement, whether oral, implied, in a record, or in any combination, concerning the limited partnership. The term includes the agreement as amended. (14) "Person" means an individual, corporation, business trust, estate, trust, partnership, limited liability company, association, joint venture, government or governmental subdivision, agency, or instrumentality, public corporation, or any other legal or commercial entity. (15) "Person dissociated as a general partner" means a person dissociated as a general partner of a limited partnership. (16) "Principal office" means the office where the principal executive office of a limited partnership or foreign limited partnership is located, whether or not the office is located in this State. (17) "Record" means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. (18) "Required information" means the information that a limited partnership is required to maintain under § 4-47-111 . (19) "Sign" means: (A) to execute or adopt a tangible symbol with the present intent to authenticate a record; or (B) to attach or logically associate an electronic symbol, sound, or process to or with a record with the present intent to authenticate the record. (20) "State" means a State of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. (21) "Transfer" includes an assignment, conveyance, deed, bill of sale, lease, mortgage, security interest, encumbrance, gift, and transfer by operation of law. (22) "Transferable interest" means a partner's right to receive distributions. (23) "Transferee" means a person to which all or part of a transferable interest has been transferred, whether or not the transferor is a partner. Acts 2007, No. 15, § 1; 2007, No. 638, § 56; 2009, No. 814, § 7.

In this chapter:

(1) "Certificate of limited partnership" means the certificate required by § 4-47-201 . The term includes the certificate as amended or restated.

(2) "Contribution", except in the phrase "right of contribution", means any benefit provided by a person to a limited partnership in order to become a partner or in the person's capacity as a partner.

(3) "Debtor in bankruptcy" means a person that is the subject of: (A) an order for relief under Title 11 of the United States Code or a comparable order under a successor statute of general application; or (B) a comparable order under federal, state, or foreign law governing insolvency.

(A) an order for relief under Title 11 of the United States Code or a comparable order under a successor statute of general application; or

(B) a comparable order under federal, state, or foreign law governing insolvency.

(4) "Designated office" means: (A) with respect to a limited partnership, the office that the limited partnership is required to designate and maintain under § 4-47-114 ; and (B) with respect to a foreign limited partnership, its principal office.

(A) with respect to a limited partnership, the office that the limited partnership is required to designate and maintain under § 4-47-114 ; and

(B) with respect to a foreign limited partnership, its principal office.

(5) "Distribution" means a transfer of money or other property from a limited partnership to a partner in the partner's capacity as a partner or to a transferee on account of a transferable interest owned by the transferee.

(6) "Foreign limited liability limited partnership" means a foreign limited partnership whose general partners have limited liability for the obligations of the foreign limited partnership under a provision similar to § 4-47-404(c) .

(7) "Foreign limited partnership" means a partnership formed under the laws of a jurisdiction other than this State and required by those laws to have one or more general partners and one or more limited partners. The term includes a foreign limited liability limited partnership.

(8) "General partner" means: (A) with respect to a limited partnership, a person that: (i) becomes a general partner under § 4-47-401 ; or (ii) was a general partner in a limited partnership when the limited partnership became subject to this chapter under § 4-47-1206(a) or (b) ; and (B) with respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a general partner in a limited partnership.

(A) with respect to a limited partnership, a person that: (i) becomes a general partner under § 4-47-401 ; or (ii) was a general partner in a limited partnership when the limited partnership became subject to this chapter under § 4-47-1206(a) or (b) ; and

(i) becomes a general partner under § 4-47-401 ; or

(ii) was a general partner in a limited partnership when the limited partnership became subject to this chapter under § 4-47-1206(a) or (b) ; and

(B) with respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a general partner in a limited partnership.

(9) "Limited liability limited partnership", except in the phrase "foreign limited liability limited partnership", means a limited partnership whose certificate of limited partnership states that the limited partnership is a limited liability limited partnership.

(10) "Limited partner" means: (A) with respect to a limited partnership, a person that: (i) becomes a limited partner under § 4-47-301 ; or (ii) was a limited partner in a limited partnership when the limited partnership became subject to this chapter under § 4-47-1206(a) or (b) ; and (B) with respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a limited partner in a limited partnership.

(A) with respect to a limited partnership, a person that: (i) becomes a limited partner under § 4-47-301 ; or (ii) was a limited partner in a limited partnership when the limited partnership became subject to this chapter under § 4-47-1206(a) or (b) ; and

(i) becomes a limited partner under § 4-47-301 ; or

(ii) was a limited partner in a limited partnership when the limited partnership became subject to this chapter under § 4-47-1206(a) or (b) ; and

(B) with respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a limited partner in a limited partnership.

(11) "Limited partnership", except in the phrases "foreign limited partnership" and "foreign limited liability limited partnership", means an entity, having one or more general partners and one or more limited partners, which is formed under this chapter by two or more persons or becomes subject to this chapter under subchapter 11 or § 4-47-1206(a) or (b) . The term includes a limited liability limited partnership.

(12) "Partner" means a limited partner or general partner.

(13) "Partnership agreement" means the partners' agreement, whether oral, implied, in a record, or in any combination, concerning the limited partnership. The term includes the agreement as amended.

(14) "Person" means an individual, corporation, business trust, estate, trust, partnership, limited liability company, association, joint venture, government or governmental subdivision, agency, or instrumentality, public corporation, or any other legal or commercial entity.

(15) "Person dissociated as a general partner" means a person dissociated as a general partner of a limited partnership.

(16) "Principal office" means the office where the principal executive office of a limited partnership or foreign limited partnership is located, whether or not the office is located in this State.

(17) "Record" means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form.

(18) "Required information" means the information that a limited partnership is required to maintain under § 4-47-111 .

(19) "Sign" means: (A) to execute or adopt a tangible symbol with the present intent to authenticate a record; or (B) to attach or logically associate an electronic symbol, sound, or process to or with a record with the present intent to authenticate the record.

(A) to execute or adopt a tangible symbol with the present intent to authenticate a record; or

(B) to attach or logically associate an electronic symbol, sound, or process to or with a record with the present intent to authenticate the record.

(20) "State" means a State of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States.

(21) "Transfer" includes an assignment, conveyance, deed, bill of sale, lease, mortgage, security interest, encumbrance, gift, and transfer by operation of law.

(22) "Transferable interest" means a partner's right to receive distributions.

(23) "Transferee" means a person to which all or part of a transferable interest has been transferred, whether or not the transferor is a partner.

Acts 2007, No. 15, § 1; 2007, No. 638, § 56; 2009, No. 814, § 7.
Ark. Code Ann. § 4-32-501 — AR Code / Title 4 / Chapter 32 / Subchapter 5 / Section 4-32-501
through 4-32-503 - [Repealed]
Status: repealed

Repealed by Act 2021, No. 1041,§ 1, eff. 7/28/2021. Acts 1993, No. 1003, § 501.

Repealed by Act 2021, No. 1041,§ 1, eff. 7/28/2021.

Acts 1993, No. 1003, § 501.
Ark. Code Ann. § 4-28-215 — AR Code / Title 4 / Chapter 28 / Subchapter 2 / Section 4-28-215
Compensation and reimbursement to members, directors, officers, etc
Status: in_force

(a) A corporation may pay compensation in a reasonable amount to its members, directors, or officers for services rendered and may confer benefits upon its members in conformity with its purposes. (b) A corporation may make reimbursement to its members, directors, officers, or employees for expenses incurred in attending to their authorized duties, the expenses to be evidenced by receipt or other proper document. Acts 1963, No. 176, § 8; A.S.A. 1947, § 64-1908.

(a) A corporation may pay compensation in a reasonable amount to its members, directors, or officers for services rendered and may confer benefits upon its members in conformity with its purposes.

(b) A corporation may make reimbursement to its members, directors, officers, or employees for expenses incurred in attending to their authorized duties, the expenses to be evidenced by receipt or other proper document.

Acts 1963, No. 176, § 8; A.S.A. 1947, § 64-1908.
Ark. Code Ann. § 4-56-104 — AR Code / Title 4 / Chapter 56 / Section 4-56-104
Hold harmless clause in construction contracts unenforceable - Definitions
Status: in_force

(a) As used in this section: (1) "Construction" means any of the following services, functions, or combination of the following services or functions to construct a building, building site, or structure, to construct a permanent improvement to a building, building site, or structure, including sitework: (A) Alteration; (B) Design; (C) Erection; (D) Reconditioning; (E) Renovation; (F) Repair; or (G) Replacement; (2) (A) "Construction agreement" means the bargain of the parties in fact, as found in the language of the parties or inferred from other circumstances, including course of performance, course of dealing, or usage of trade as provided in § 4-1-303 . (B) "Construction agreement" does not include an insurance contract, a construction bond, or a contract to defend a party against liability; (3) (A) "Construction contract" means the total legal obligation that results from the parties' agreement as supplemented by any other applicable law. (B) "Construction contract" does not include an insurance contract, a construction bond, or a contract to defend a party against liability; (4) "Gas" means natural gas, including casing-head gas and all other hydrocarbons that are not oil under subdivision (a)(5) of this section; (5) "Oil" means crude petroleum oil and other hydrocarbons regardless of gravity that are produced at the well in liquid form by ordinary production methods and are not the result of condensation of gas after it leaves the reservoir; and (6) "Operator" means a person that has the right as a landowner or by agreement with a landowner to enter on the land of another to explore, drill, and develop for the production of brine, oil, gas, and any other petroleum hydrocarbons. (b) A provision in a construction agreement or construction contract is void and unenforceable as against public policy if it requires an entity or that entity's insurer to indemnify, defend, or hold harmless another entity against liability for damage arising out of the death of or bodily injury to a person or persons or damage to property, which arises out of the negligence or fault of the indemnitee, its agents, representatives, subcontractors, or suppliers. (c) A provision, covenant, clause, or understanding written in a construction agreement or construction contract that conflicts with the provisions and intent of this section or attempts to circumvent this section by making the construction agreement or construction contract subject to the laws of another state, or that requires any litigation, arbitration, or other alternative dispute resolution proceeding arising from the construction agreement or construction contract to be conducted in another state, is void and unenforceable. (d) A clause described under subsections (b) and (c) of this section is severable from the construction agreement or construction contract and shall not cause the entire construction agreement or construction contract to become unenforceable. (e) The provisions of this section do not affect any provision in a construction agreement or construction contract: (1) That requires an entity or that entity's insurer to indemnify another entity against liability for damage arising out of the death of or bodily injury to persons, or damage to property, but the indemnification shall not exceed any amounts that are greater than that represented by the degree or percentage of negligence or fault attributable to the indemnitors, its agents, representatives, subcontractors, or suppliers; or (2) To provide construction work or services to an operator or other person directly related to activities or operations stemming from the exploration, drilling, production, processing, gathering, or movement of oil or gas, including without limitation the planning, construction, site preparation, or installation of equipment, facilities, or structures, on or off at least one (1) site where any exploration or production operations have occurred, are occurring, or will occur. Amended by Act 2015, No. 1120,§ 4, eff. 7/22/2015. Amended by Act 2015, No. 1120,§ 3, eff. 7/22/2015. Amended by Act 2015, No. 1120,§ 2, eff. 7/22/2015. Amended by Act 2015, No. 1120,§ 1, eff. 7/22/2015. Amended by Act 2015, No. 1110,§ 4, eff. 7/22/2015. Amended by Act 2015, No. 1110,§ 3, eff. 7/22/2015. Amended by Act 2015, No. 1110,§ 2, eff. 7/22/2015. Amended by Act 2015, No. 1110,§ 1, eff. 7/22/2015. Acts 2007, No. 874, § 2; 2009, No. 540, § 2; 2011, No. 719, § 1.

(a) As used in this section: (1) "Construction" means any of the following services, functions, or combination of the following services or functions to construct a building, building site, or structure, to construct a permanent improvement to a building, building site, or structure, including sitework: (A) Alteration; (B) Design; (C) Erection; (D) Reconditioning; (E) Renovation; (F) Repair; or (G) Replacement; (2) (A) "Construction agreement" means the bargain of the parties in fact, as found in the language of the parties or inferred from other circumstances, including course of performance, course of dealing, or usage of trade as provided in § 4-1-303 . (B) "Construction agreement" does not include an insurance contract, a construction bond, or a contract to defend a party against liability; (3) (A) "Construction contract" means the total legal obligation that results from the parties' agreement as supplemented by any other applicable law. (B) "Construction contract" does not include an insurance contract, a construction bond, or a contract to defend a party against liability; (4) "Gas" means natural gas, including casing-head gas and all other hydrocarbons that are not oil under subdivision (a)(5) of this section; (5) "Oil" means crude petroleum oil and other hydrocarbons regardless of gravity that are produced at the well in liquid form by ordinary production methods and are not the result of condensation of gas after it leaves the reservoir; and (6) "Operator" means a person that has the right as a landowner or by agreement with a landowner to enter on the land of another to explore, drill, and develop for the production of brine, oil, gas, and any other petroleum hydrocarbons.

(1) "Construction" means any of the following services, functions, or combination of the following services or functions to construct a building, building site, or structure, to construct a permanent improvement to a building, building site, or structure, including sitework: (A) Alteration; (B) Design; (C) Erection; (D) Reconditioning; (E) Renovation; (F) Repair; or (G) Replacement;

(A) Alteration;

(B) Design;

(C) Erection;

(D) Reconditioning;

(E) Renovation;

(F) Repair; or

(G) Replacement;

(2) (A) "Construction agreement" means the bargain of the parties in fact, as found in the language of the parties or inferred from other circumstances, including course of performance, course of dealing, or usage of trade as provided in § 4-1-303 . (B) "Construction agreement" does not include an insurance contract, a construction bond, or a contract to defend a party against liability;

(A) "Construction agreement" means the bargain of the parties in fact, as found in the language of the parties or inferred from other circumstances, including course of performance, course of dealing, or usage of trade as provided in § 4-1-303 .

(B) "Construction agreement" does not include an insurance contract, a construction bond, or a contract to defend a party against liability;

(3) (A) "Construction contract" means the total legal obligation that results from the parties' agreement as supplemented by any other applicable law. (B) "Construction contract" does not include an insurance contract, a construction bond, or a contract to defend a party against liability;

(A) "Construction contract" means the total legal obligation that results from the parties' agreement as supplemented by any other applicable law.

(B) "Construction contract" does not include an insurance contract, a construction bond, or a contract to defend a party against liability;

(4) "Gas" means natural gas, including casing-head gas and all other hydrocarbons that are not oil under subdivision (a)(5) of this section;

(5) "Oil" means crude petroleum oil and other hydrocarbons regardless of gravity that are produced at the well in liquid form by ordinary production methods and are not the result of condensation of gas after it leaves the reservoir; and

(6) "Operator" means a person that has the right as a landowner or by agreement with a landowner to enter on the land of another to explore, drill, and develop for the production of brine, oil, gas, and any other petroleum hydrocarbons.

(b) A provision in a construction agreement or construction contract is void and unenforceable as against public policy if it requires an entity or that entity's insurer to indemnify, defend, or hold harmless another entity against liability for damage arising out of the death of or bodily injury to a person or persons or damage to property, which arises out of the negligence or fault of the indemnitee, its agents, representatives, subcontractors, or suppliers.

(c) A provision, covenant, clause, or understanding written in a construction agreement or construction contract that conflicts with the provisions and intent of this section or attempts to circumvent this section by making the construction agreement or construction contract subject to the laws of another state, or that requires any litigation, arbitration, or other alternative dispute resolution proceeding arising from the construction agreement or construction contract to be conducted in another state, is void and unenforceable.

(d) A clause described under subsections (b) and (c) of this section is severable from the construction agreement or construction contract and shall not cause the entire construction agreement or construction contract to become unenforceable.

(e) The provisions of this section do not affect any provision in a construction agreement or construction contract: (1) That requires an entity or that entity's insurer to indemnify another entity against liability for damage arising out of the death of or bodily injury to persons, or damage to property, but the indemnification shall not exceed any amounts that are greater than that represented by the degree or percentage of negligence or fault attributable to the indemnitors, its agents, representatives, subcontractors, or suppliers; or (2) To provide construction work or services to an operator or other person directly related to activities or operations stemming from the exploration, drilling, production, processing, gathering, or movement of oil or gas, including without limitation the planning, construction, site preparation, or installation of equipment, facilities, or structures, on or off at least one (1) site where any exploration or production operations have occurred, are occurring, or will occur.

(1) That requires an entity or that entity's insurer to indemnify another entity against liability for damage arising out of the death of or bodily injury to persons, or damage to property, but the indemnification shall not exceed any amounts that are greater than that represented by the degree or percentage of negligence or fault attributable to the indemnitors, its agents, representatives, subcontractors, or suppliers; or

(2) To provide construction work or services to an operator or other person directly related to activities or operations stemming from the exploration, drilling, production, processing, gathering, or movement of oil or gas, including without limitation the planning, construction, site preparation, or installation of equipment, facilities, or structures, on or off at least one (1) site where any exploration or production operations have occurred, are occurring, or will occur.

Amended by Act 2015, No. 1120,§ 4, eff. 7/22/2015.

Amended by Act 2015, No. 1120,§ 3, eff. 7/22/2015.

Amended by Act 2015, No. 1120,§ 2, eff. 7/22/2015.

Amended by Act 2015, No. 1120,§ 1, eff. 7/22/2015.

Amended by Act 2015, No. 1110,§ 4, eff. 7/22/2015.

Amended by Act 2015, No. 1110,§ 3, eff. 7/22/2015.

Amended by Act 2015, No. 1110,§ 2, eff. 7/22/2015.

Amended by Act 2015, No. 1110,§ 1, eff. 7/22/2015.

Acts 2007, No. 874, § 2; 2009, No. 540, § 2; 2011, No. 719, § 1.
Ark. Code Ann. § 4-90-416 — AR Code / Title 4 / Chapter 90 / Subchapter 4 / Section 4-90-416
Time limitation for commencement of action
Status: in_force

(a) An action brought under this subchapter must be commenced within two (2) years following the date the buyer first reports the nonconformity to the manufacturer, its agent, or authorized dealer. (b) When the buyer has commenced an informal dispute settlement procedure described in § 4-90-414 , the two-year period specified in subsection (a) of this section begins to run at the time the informal dispute settlement procedure is being commenced. Acts 1993, No. 285, § 20; 1993, No. 297, § 20.

(a) An action brought under this subchapter must be commenced within two (2) years following the date the buyer first reports the nonconformity to the manufacturer, its agent, or authorized dealer.

(b) When the buyer has commenced an informal dispute settlement procedure described in § 4-90-414 , the two-year period specified in subsection (a) of this section begins to run at the time the informal dispute settlement procedure is being commenced.

Acts 1993, No. 285, § 20; 1993, No. 297, § 20.
Ark. Code Ann. § 4-102-104 — AR Code / Title 4 / Chapter 102 / Section 4-102-104
Exemptions - Definition
Status: in_force

(a) Nothing in this chapter creates liability for the acts by the publisher, owner, agent, or employee of a newspaper, periodical, radio station, television station, cable television station system, or other advertising medium arising out of the publication or dissemination of a solicitation, notice, or promotion governed by this chapter, unless the publisher, owner, agent, or employee had knowledge that the solicitation, notice, or promotion violated the requirements of this chapter, or had a financial interest in the solicitation, notice, or promotion. (b) (1) This chapter does not apply to sponsors of prize promotions where all prizes are awarded absolutely for free and there is no opportunity for the payment of money from the person to the sponsor or any agent of the sponsor. (2) The fact that a prize promotion makes provision for entry into the contest or eligibility for the prize without any payment does not exempt the prize promotion or its sponsor from the provisions of this chapter where the prize promotion requires, or creates the reasonable impression of requiring, or allows the person to pay, any money as a condition of receiving, or in conjunction with allowing the person to receive, use, compete for, or obtain a prize or information about a prize. (3) If the prize promotion provides any opportunity for any payment by the person to the sponsor for any reason, regardless of whether such payment is required, and regardless of how such payment is denominated, this exemption shall not apply. (c) This chapter does not apply to solicitations or representations in connection with: (1) The sale or purchase of books, recordings, videocassettes, periodicals, and similar goods through: (A) A membership group or club which is regulated by the Federal Trade Commission pursuant to 16 C.F.R. Part 425.1 concerning the use of negative option plans by sellers in commerce; or (B) (i) The sale or purchase of such goods through a contractual plan or arrangement such as a continuity plan, subscription arrangement, or a single sale or purchase series arrangement under which the seller ships such goods to a consumer who has consented in advance to receive the goods and, after the receipt of the goods, is given the opportunity to examine the goods and to receive a full refund of charges for the goods upon return of the goods undamaged within a reasonable period of time. (ii) Provided, that the return and refund privilege shall be clearly and conspicuously disclosed to the consumer in the original contact with the consumer, whether oral or written. (iii) If the consumer elects to return the product for a refund, the seller shall process the refund within thirty (30) days after the receipt of the returned merchandise by the consumer. (iv) In addition to the return and refund privilege, the consumer may cancel the plan, arrangement, subscription, or purchase series at any time by notifying the seller. After the seller receives the cancellation notice, any further products, not already in transit, sent to the consumer shall be considered a gift to the consumer which the consumer may keep without further obligation, and for which gift the seller shall not bill the consumer; or (2) (A) Sales by a catalogue seller. (B) For purposes of this section, "catalogue seller" shall mean any entity and its subsidiaries, or person, at least fifty percent (50%) of whose annual revenues are derived from the sale of products sold in connection with the distribution of catalogues of at least twenty-four (24) pages, which contain written descriptions or illustrations and sale prices for each item of merchandise and which are distributed in more than one (1) state with a total annual distribution of at least two hundred fifty thousand (250,000). (d) Any willful failure of a seller claiming exemption under subsection (c) of this section to comply with all of the terms of the exemption shall render a claim of exemption void, and such seller shall be bound to fully comply with the provisions of this chapter. (e) This chapter does not apply to pari-mutuel wagering on horse racing and greyhound racing permitted and regulated by Arkansas law. (f) This chapter does not apply to prize promotions that appear in a magazine, newspaper, or other periodical if the prize promotions are not directed to a named individual or if the prize promotions do not include an opportunity to make a payment or order a product or service. (g) The solicitations or representations exempted from the coverage of this chapter in subsection (c) of this section shall be exempt only if: (1) The information specified in § 4-102-106(b) is clearly and conspicuously set forth or contained in the rules for any solicitation which includes entry materials for a sweepstakes; (2) The notification and steps to deliver a prize are commenced within thirty (30) days of a prize award; and (3) A prize is not available, the sponsor complies with the provisions set out in § 4-102-107(1) or (2) . Acts 1995, No. 736, § 6; 2001, No. 1670, § 1.

(a) Nothing in this chapter creates liability for the acts by the publisher, owner, agent, or employee of a newspaper, periodical, radio station, television station, cable television station system, or other advertising medium arising out of the publication or dissemination of a solicitation, notice, or promotion governed by this chapter, unless the publisher, owner, agent, or employee had knowledge that the solicitation, notice, or promotion violated the requirements of this chapter, or had a financial interest in the solicitation, notice, or promotion.

(b) (1) This chapter does not apply to sponsors of prize promotions where all prizes are awarded absolutely for free and there is no opportunity for the payment of money from the person to the sponsor or any agent of the sponsor. (2) The fact that a prize promotion makes provision for entry into the contest or eligibility for the prize without any payment does not exempt the prize promotion or its sponsor from the provisions of this chapter where the prize promotion requires, or creates the reasonable impression of requiring, or allows the person to pay, any money as a condition of receiving, or in conjunction with allowing the person to receive, use, compete for, or obtain a prize or information about a prize. (3) If the prize promotion provides any opportunity for any payment by the person to the sponsor for any reason, regardless of whether such payment is required, and regardless of how such payment is denominated, this exemption shall not apply.

(1) This chapter does not apply to sponsors of prize promotions where all prizes are awarded absolutely for free and there is no opportunity for the payment of money from the person to the sponsor or any agent of the sponsor.

(2) The fact that a prize promotion makes provision for entry into the contest or eligibility for the prize without any payment does not exempt the prize promotion or its sponsor from the provisions of this chapter where the prize promotion requires, or creates the reasonable impression of requiring, or allows the person to pay, any money as a condition of receiving, or in conjunction with allowing the person to receive, use, compete for, or obtain a prize or information about a prize.

(3) If the prize promotion provides any opportunity for any payment by the person to the sponsor for any reason, regardless of whether such payment is required, and regardless of how such payment is denominated, this exemption shall not apply.

(c) This chapter does not apply to solicitations or representations in connection with: (1) The sale or purchase of books, recordings, videocassettes, periodicals, and similar goods through: (A) A membership group or club which is regulated by the Federal Trade Commission pursuant to 16 C.F.R. Part 425.1 concerning the use of negative option plans by sellers in commerce; or (B) (i) The sale or purchase of such goods through a contractual plan or arrangement such as a continuity plan, subscription arrangement, or a single sale or purchase series arrangement under which the seller ships such goods to a consumer who has consented in advance to receive the goods and, after the receipt of the goods, is given the opportunity to examine the goods and to receive a full refund of charges for the goods upon return of the goods undamaged within a reasonable period of time. (ii) Provided, that the return and refund privilege shall be clearly and conspicuously disclosed to the consumer in the original contact with the consumer, whether oral or written. (iii) If the consumer elects to return the product for a refund, the seller shall process the refund within thirty (30) days after the receipt of the returned merchandise by the consumer. (iv) In addition to the return and refund privilege, the consumer may cancel the plan, arrangement, subscription, or purchase series at any time by notifying the seller. After the seller receives the cancellation notice, any further products, not already in transit, sent to the consumer shall be considered a gift to the consumer which the consumer may keep without further obligation, and for which gift the seller shall not bill the consumer; or (2) (A) Sales by a catalogue seller. (B) For purposes of this section, "catalogue seller" shall mean any entity and its subsidiaries, or person, at least fifty percent (50%) of whose annual revenues are derived from the sale of products sold in connection with the distribution of catalogues of at least twenty-four (24) pages, which contain written descriptions or illustrations and sale prices for each item of merchandise and which are distributed in more than one (1) state with a total annual distribution of at least two hundred fifty thousand (250,000).

(1) The sale or purchase of books, recordings, videocassettes, periodicals, and similar goods through: (A) A membership group or club which is regulated by the Federal Trade Commission pursuant to 16 C.F.R. Part 425.1 concerning the use of negative option plans by sellers in commerce; or (B) (i) The sale or purchase of such goods through a contractual plan or arrangement such as a continuity plan, subscription arrangement, or a single sale or purchase series arrangement under which the seller ships such goods to a consumer who has consented in advance to receive the goods and, after the receipt of the goods, is given the opportunity to examine the goods and to receive a full refund of charges for the goods upon return of the goods undamaged within a reasonable period of time. (ii) Provided, that the return and refund privilege shall be clearly and conspicuously disclosed to the consumer in the original contact with the consumer, whether oral or written. (iii) If the consumer elects to return the product for a refund, the seller shall process the refund within thirty (30) days after the receipt of the returned merchandise by the consumer. (iv) In addition to the return and refund privilege, the consumer may cancel the plan, arrangement, subscription, or purchase series at any time by notifying the seller. After the seller receives the cancellation notice, any further products, not already in transit, sent to the consumer shall be considered a gift to the consumer which the consumer may keep without further obligation, and for which gift the seller shall not bill the consumer; or

(A) A membership group or club which is regulated by the Federal Trade Commission pursuant to 16 C.F.R. Part 425.1 concerning the use of negative option plans by sellers in commerce; or

(B) (i) The sale or purchase of such goods through a contractual plan or arrangement such as a continuity plan, subscription arrangement, or a single sale or purchase series arrangement under which the seller ships such goods to a consumer who has consented in advance to receive the goods and, after the receipt of the goods, is given the opportunity to examine the goods and to receive a full refund of charges for the goods upon return of the goods undamaged within a reasonable period of time. (ii) Provided, that the return and refund privilege shall be clearly and conspicuously disclosed to the consumer in the original contact with the consumer, whether oral or written. (iii) If the consumer elects to return the product for a refund, the seller shall process the refund within thirty (30) days after the receipt of the returned merchandise by the consumer. (iv) In addition to the return and refund privilege, the consumer may cancel the plan, arrangement, subscription, or purchase series at any time by notifying the seller. After the seller receives the cancellation notice, any further products, not already in transit, sent to the consumer shall be considered a gift to the consumer which the consumer may keep without further obligation, and for which gift the seller shall not bill the consumer; or

(i) The sale or purchase of such goods through a contractual plan or arrangement such as a continuity plan, subscription arrangement, or a single sale or purchase series arrangement under which the seller ships such goods to a consumer who has consented in advance to receive the goods and, after the receipt of the goods, is given the opportunity to examine the goods and to receive a full refund of charges for the goods upon return of the goods undamaged within a reasonable period of time.

(ii) Provided, that the return and refund privilege shall be clearly and conspicuously disclosed to the consumer in the original contact with the consumer, whether oral or written.

(iii) If the consumer elects to return the product for a refund, the seller shall process the refund within thirty (30) days after the receipt of the returned merchandise by the consumer.

(iv) In addition to the return and refund privilege, the consumer may cancel the plan, arrangement, subscription, or purchase series at any time by notifying the seller. After the seller receives the cancellation notice, any further products, not already in transit, sent to the consumer shall be considered a gift to the consumer which the consumer may keep without further obligation, and for which gift the seller shall not bill the consumer; or

(2) (A) Sales by a catalogue seller. (B) For purposes of this section, "catalogue seller" shall mean any entity and its subsidiaries, or person, at least fifty percent (50%) of whose annual revenues are derived from the sale of products sold in connection with the distribution of catalogues of at least twenty-four (24) pages, which contain written descriptions or illustrations and sale prices for each item of merchandise and which are distributed in more than one (1) state with a total annual distribution of at least two hundred fifty thousand (250,000).

(A) Sales by a catalogue seller.

(B) For purposes of this section, "catalogue seller" shall mean any entity and its subsidiaries, or person, at least fifty percent (50%) of whose annual revenues are derived from the sale of products sold in connection with the distribution of catalogues of at least twenty-four (24) pages, which contain written descriptions or illustrations and sale prices for each item of merchandise and which are distributed in more than one (1) state with a total annual distribution of at least two hundred fifty thousand (250,000).

(d) Any willful failure of a seller claiming exemption under subsection (c) of this section to comply with all of the terms of the exemption shall render a claim of exemption void, and such seller shall be bound to fully comply with the provisions of this chapter.

(e) This chapter does not apply to pari-mutuel wagering on horse racing and greyhound racing permitted and regulated by Arkansas law.

(f) This chapter does not apply to prize promotions that appear in a magazine, newspaper, or other periodical if the prize promotions are not directed to a named individual or if the prize promotions do not include an opportunity to make a payment or order a product or service.

(g) The solicitations or representations exempted from the coverage of this chapter in subsection (c) of this section shall be exempt only if: (1) The information specified in § 4-102-106(b) is clearly and conspicuously set forth or contained in the rules for any solicitation which includes entry materials for a sweepstakes; (2) The notification and steps to deliver a prize are commenced within thirty (30) days of a prize award; and (3) A prize is not available, the sponsor complies with the provisions set out in § 4-102-107(1) or (2) .

(1) The information specified in § 4-102-106(b) is clearly and conspicuously set forth or contained in the rules for any solicitation which includes entry materials for a sweepstakes;

(2) The notification and steps to deliver a prize are commenced within thirty (30) days of a prize award; and

(3) A prize is not available, the sponsor complies with the provisions set out in § 4-102-107(1) or (2) .

Acts 1995, No. 736, § 6; 2001, No. 1670, § 1.
Ark. Code Ann. § 4-70-301 — AR Code / Title 4 / Chapter 70 / Subchapter 3 / Section 4-70-301
Definitions
Status: in_force

As used in this subchapter, unless the context otherwise requires: (1) "Commission" means compensation paid a sales representative by a principal in an amount based on a percentage of the dollar amount of certain orders for, or sales of, the principal's product; (2) "Principal" means a person who: (A) Does not have a permanent or fixed place of business in this state; (B) Manufactures, produces, imports, or distributes a product for sale to customers who purchase the product for resale; (C) Uses a sales representative to solicit orders for the product; and (D) Compensates the sales representative in whole or in part by commission; and (3) "Sales representative" means a person who solicits on behalf of a principal orders for the purchase at wholesale of the principal's product. The term "sales representative" does not include a person who places orders for or purchases the product for his or her own account for resale, or is engaged in door-to-door sales regulated by § 4-89-101 et seq. Acts 1989, No. 464, § 1.

As used in this subchapter, unless the context otherwise requires:

(1) "Commission" means compensation paid a sales representative by a principal in an amount based on a percentage of the dollar amount of certain orders for, or sales of, the principal's product;

(2) "Principal" means a person who: (A) Does not have a permanent or fixed place of business in this state; (B) Manufactures, produces, imports, or distributes a product for sale to customers who purchase the product for resale; (C) Uses a sales representative to solicit orders for the product; and (D) Compensates the sales representative in whole or in part by commission; and

(A) Does not have a permanent or fixed place of business in this state;

(B) Manufactures, produces, imports, or distributes a product for sale to customers who purchase the product for resale;

(C) Uses a sales representative to solicit orders for the product; and

(D) Compensates the sales representative in whole or in part by commission; and

(3) "Sales representative" means a person who solicits on behalf of a principal orders for the purchase at wholesale of the principal's product. The term "sales representative" does not include a person who places orders for or purchases the product for his or her own account for resale, or is engaged in door-to-door sales regulated by § 4-89-101 et seq.

Acts 1989, No. 464, § 1.
Ark. Code Ann. § 4-26-1001 — AR Code / Title 4 / Chapter 26 / Subchapter 10 / Section 4-26-1001
Definitions
Status: in_force

As used in this subchapter: (1) "Constituent corporation" means a constituent organization that is a corporation; (2) "Constituent organization" means an organization that is party to a merger; (3) "Converted organization" means the organization into which a converting organization converts under §§ 4-26-1002 - 4-26-1005 ; (4) "Converting corporation" means a converting organization that is a corporation; (5) "Converting organization" means an organization that converts into another organization under § 4-26-1002 ; (6) "Governing statute" of an organization means the statute that governs the organization's internal affairs; (7) "In a record" means maintained or kept on file by the organization at an office of the organization or with the Secretary of State; (8) (A) "Organization" means: (i) A partnership, including a limited liability partnership; (ii) A limited partnership, including a limited liability limited partnership; (iii) A limited liability company; (iv) A business trust; (v) A corporation; or (vi) Any other entity that has a governing statute. (B) "Organization" includes a domestic or foreign organization whether or not the organization is organized for profit; (9) "Organizational documents" means: (A) For a domestic or foreign general partnership, its partnership agreement and, if applicable, statement of qualification; (B) For a domestic or foreign limited partnership, its certificate of limited partnership and partnership agreement; (C) For a domestic or foreign limited liability company, its certificate of organization and operating agreement or the comparable records provided for in its governing statute; (D) For a business trust, its agreement of trust and declaration of trust; (E) For a domestic or foreign corporation for profit, its articles of incorporation, bylaws, and agreements among its shareholders that are authorized by its governing statute or the comparable records provided for in its governing statute; and (F) For any other organization, the records that: (i) Create the organization; (ii) Determine the internal governance of the organization; and (iii) Determine the relations among the organization's owners, members, and interested parties; and (10) "Surviving organization" means an organization into which one (1) or more other organizations are merged. Amended by Act 2023, No. 108,§ 1, eff. 8/1/2023. Acts 2009, No. 408, § 1.

As used in this subchapter:

(1) "Constituent corporation" means a constituent organization that is a corporation;

(2) "Constituent organization" means an organization that is party to a merger;

(3) "Converted organization" means the organization into which a converting organization converts under §§ 4-26-1002 - 4-26-1005 ;

(4) "Converting corporation" means a converting organization that is a corporation;

(5) "Converting organization" means an organization that converts into another organization under § 4-26-1002 ;

(6) "Governing statute" of an organization means the statute that governs the organization's internal affairs;

(7) "In a record" means maintained or kept on file by the organization at an office of the organization or with the Secretary of State;

(8) (A) "Organization" means: (i) A partnership, including a limited liability partnership; (ii) A limited partnership, including a limited liability limited partnership; (iii) A limited liability company; (iv) A business trust; (v) A corporation; or (vi) Any other entity that has a governing statute. (B) "Organization" includes a domestic or foreign organization whether or not the organization is organized for profit;

(A) "Organization" means: (i) A partnership, including a limited liability partnership; (ii) A limited partnership, including a limited liability limited partnership; (iii) A limited liability company; (iv) A business trust; (v) A corporation; or (vi) Any other entity that has a governing statute.

(i) A partnership, including a limited liability partnership;

(ii) A limited partnership, including a limited liability limited partnership;

(iii) A limited liability company;

(iv) A business trust;

(v) A corporation; or

(vi) Any other entity that has a governing statute.

(B) "Organization" includes a domestic or foreign organization whether or not the organization is organized for profit;

(9) "Organizational documents" means: (A) For a domestic or foreign general partnership, its partnership agreement and, if applicable, statement of qualification; (B) For a domestic or foreign limited partnership, its certificate of limited partnership and partnership agreement; (C) For a domestic or foreign limited liability company, its certificate of organization and operating agreement or the comparable records provided for in its governing statute; (D) For a business trust, its agreement of trust and declaration of trust; (E) For a domestic or foreign corporation for profit, its articles of incorporation, bylaws, and agreements among its shareholders that are authorized by its governing statute or the comparable records provided for in its governing statute; and (F) For any other organization, the records that: (i) Create the organization; (ii) Determine the internal governance of the organization; and (iii) Determine the relations among the organization's owners, members, and interested parties; and

(A) For a domestic or foreign general partnership, its partnership agreement and, if applicable, statement of qualification;

(B) For a domestic or foreign limited partnership, its certificate of limited partnership and partnership agreement;

(C) For a domestic or foreign limited liability company, its certificate of organization and operating agreement or the comparable records provided for in its governing statute;

(D) For a business trust, its agreement of trust and declaration of trust;

(E) For a domestic or foreign corporation for profit, its articles of incorporation, bylaws, and agreements among its shareholders that are authorized by its governing statute or the comparable records provided for in its governing statute; and

(F) For any other organization, the records that: (i) Create the organization; (ii) Determine the internal governance of the organization; and (iii) Determine the relations among the organization's owners, members, and interested parties; and

(i) Create the organization;

(ii) Determine the internal governance of the organization; and

(iii) Determine the relations among the organization's owners, members, and interested parties; and

(10) "Surviving organization" means an organization into which one (1) or more other organizations are merged.

Amended by Act 2023, No. 108,§ 1, eff. 8/1/2023.

Acts 2009, No. 408, § 1.
Ark. Code Ann. § 4-90-805 — AR Code / Title 4 / Chapter 90 / Subchapter 8 / Section 4-90-805
Disclosures
Status: in_force

A guaranteed asset protection waiver shall disclose, as applicable, in writing and in clear and understandable language that is easy to read, the following: (1) The name and address of the initial creditor, the borrower at the time of sale, and the identity of any administrator, if different from the initial creditor; (2) The purchase price and the terms of the guaranteed asset protection waiver, including without limitation the requirements for protection, conditions, or exclusions associated with the guaranteed asset protection waiver; (3) That the borrower may cancel the guaranteed asset protection waiver within a free look period as specified in the guaranteed asset protection waiver, and will be entitled to a full refund of the purchase price, so long as no benefits have been provided; (4) The procedure the borrower has to follow, if any, to obtain guaranteed asset protection waiver benefits under the terms and conditions of the guaranteed asset protection waiver, including a telephone number and address where the borrower may apply for waiver benefits; (5) Whether or not the guaranteed asset protection is cancelable after the free look period and, if so, the conditions under which it may be canceled or terminated, including the procedures for requesting any refund due; (6) (A) That in order to receive any refund due in the event of a borrower's cancellation of the guaranteed asset protection waiver agreement or early termination of the finance agreement after the free look period of the guaranteed asset protection waiver, the borrower, according to the terms of the waiver, shall provide a written notice requesting to cancel to the creditor, administrator, or other party. (B) If the request is being made due to the early termination of the finance agreement, the notice shall be provided to the creditor, administrator, or other party within ninety (90) days of the occurrence of the event terminating the finance agreement; (7) The methodology for calculating any refund of the unearned purchase price of the guaranteed asset protection waiver due, in the event of cancellation of the guaranteed asset protection waiver or early termination of the finance agreement; (8) That the extension of credit, the terms of the credit agreement, or the terms of the related motor vehicle sale or lease shall not be conditioned on the purchase of the guaranteed asset protection waiver; and (9) That the cost of the guaranteed asset protection waiver is not regulated and that the borrower should determine whether the cost of the guaranteed asset protection waiver is reasonable in relation to the protection afforded by the guaranteed asset protection waiver. Added by Act 2019, No. 787,§ 1, eff. 7/24/2019.

A guaranteed asset protection waiver shall disclose, as applicable, in writing and in clear and understandable language that is easy to read, the following:

(1) The name and address of the initial creditor, the borrower at the time of sale, and the identity of any administrator, if different from the initial creditor;

(2) The purchase price and the terms of the guaranteed asset protection waiver, including without limitation the requirements for protection, conditions, or exclusions associated with the guaranteed asset protection waiver;

(3) That the borrower may cancel the guaranteed asset protection waiver within a free look period as specified in the guaranteed asset protection waiver, and will be entitled to a full refund of the purchase price, so long as no benefits have been provided;

(4) The procedure the borrower has to follow, if any, to obtain guaranteed asset protection waiver benefits under the terms and conditions of the guaranteed asset protection waiver, including a telephone number and address where the borrower may apply for waiver benefits;

(5) Whether or not the guaranteed asset protection is cancelable after the free look period and, if so, the conditions under which it may be canceled or terminated, including the procedures for requesting any refund due;

(6) (A) That in order to receive any refund due in the event of a borrower's cancellation of the guaranteed asset protection waiver agreement or early termination of the finance agreement after the free look period of the guaranteed asset protection waiver, the borrower, according to the terms of the waiver, shall provide a written notice requesting to cancel to the creditor, administrator, or other party. (B) If the request is being made due to the early termination of the finance agreement, the notice shall be provided to the creditor, administrator, or other party within ninety (90) days of the occurrence of the event terminating the finance agreement;

(A) That in order to receive any refund due in the event of a borrower's cancellation of the guaranteed asset protection waiver agreement or early termination of the finance agreement after the free look period of the guaranteed asset protection waiver, the borrower, according to the terms of the waiver, shall provide a written notice requesting to cancel to the creditor, administrator, or other party.

(B) If the request is being made due to the early termination of the finance agreement, the notice shall be provided to the creditor, administrator, or other party within ninety (90) days of the occurrence of the event terminating the finance agreement;

(7) The methodology for calculating any refund of the unearned purchase price of the guaranteed asset protection waiver due, in the event of cancellation of the guaranteed asset protection waiver or early termination of the finance agreement;

(8) That the extension of credit, the terms of the credit agreement, or the terms of the related motor vehicle sale or lease shall not be conditioned on the purchase of the guaranteed asset protection waiver; and

(9) That the cost of the guaranteed asset protection waiver is not regulated and that the borrower should determine whether the cost of the guaranteed asset protection waiver is reasonable in relation to the protection afforded by the guaranteed asset protection waiver.

Added by Act 2019, No. 787,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-46-202 — AR Code / Title 4 / Chapter 46 / Subchapter 2 / Section 4-46-202
Formation of partnership
Status: in_force

(a) Except as otherwise provided in subsection (b) of this section, the association of two or more persons to carry on as co-owners a business for profit forms a partnership, whether or not the persons intend to form a partnership. (b) An association formed under a statute other than this chapter, a predecessor statute, or a comparable statute of another jurisdiction is not a partnership under this chapter. (c) In determining whether a partnership is formed, the following rules apply: (1) Joint tenancy, tenancy in common, tenancy by the entireties, joint property, common property, or part ownership does not by itself establish a partnership, even if the co-owners share profits made by the use of the property. (2) The sharing of gross returns does not by itself establish a partnership, even if the persons sharing them have a joint or common right or interest in property from which the returns are derived. (3) A person who receives a share of the profits of a business is presumed to be a partner in the business, unless the profits were received in payment: (i) of a debt by installments or otherwise; (ii) for services as an independent contractor or of wages or other compensation to an employee; (iii) of rent; (iv) of an annuity or other retirement or health benefit to a beneficiary, representative, or designee of a deceased or retired partner; (v) of interest or other charge on a loan, even if the amount of payment varies with the profits of the business, including a direct or indirect present or future ownership of the collateral, or rights to income, proceeds, or increase in value derived from the collateral; or (vi) for the sale of the goodwill of a business or other property by installments or otherwise. Acts 1999, No. 1518, § 202.

(a) Except as otherwise provided in subsection (b) of this section, the association of two or more persons to carry on as co-owners a business for profit forms a partnership, whether or not the persons intend to form a partnership.

(b) An association formed under a statute other than this chapter, a predecessor statute, or a comparable statute of another jurisdiction is not a partnership under this chapter.

(c) In determining whether a partnership is formed, the following rules apply: (1) Joint tenancy, tenancy in common, tenancy by the entireties, joint property, common property, or part ownership does not by itself establish a partnership, even if the co-owners share profits made by the use of the property. (2) The sharing of gross returns does not by itself establish a partnership, even if the persons sharing them have a joint or common right or interest in property from which the returns are derived. (3) A person who receives a share of the profits of a business is presumed to be a partner in the business, unless the profits were received in payment: (i) of a debt by installments or otherwise; (ii) for services as an independent contractor or of wages or other compensation to an employee; (iii) of rent; (iv) of an annuity or other retirement or health benefit to a beneficiary, representative, or designee of a deceased or retired partner; (v) of interest or other charge on a loan, even if the amount of payment varies with the profits of the business, including a direct or indirect present or future ownership of the collateral, or rights to income, proceeds, or increase in value derived from the collateral; or (vi) for the sale of the goodwill of a business or other property by installments or otherwise.

(1) Joint tenancy, tenancy in common, tenancy by the entireties, joint property, common property, or part ownership does not by itself establish a partnership, even if the co-owners share profits made by the use of the property.

(2) The sharing of gross returns does not by itself establish a partnership, even if the persons sharing them have a joint or common right or interest in property from which the returns are derived.

(3) A person who receives a share of the profits of a business is presumed to be a partner in the business, unless the profits were received in payment: (i) of a debt by installments or otherwise; (ii) for services as an independent contractor or of wages or other compensation to an employee; (iii) of rent; (iv) of an annuity or other retirement or health benefit to a beneficiary, representative, or designee of a deceased or retired partner; (v) of interest or other charge on a loan, even if the amount of payment varies with the profits of the business, including a direct or indirect present or future ownership of the collateral, or rights to income, proceeds, or increase in value derived from the collateral; or (vi) for the sale of the goodwill of a business or other property by installments or otherwise.

(i) of a debt by installments or otherwise;

(ii) for services as an independent contractor or of wages or other compensation to an employee;

(iii) of rent;

(iv) of an annuity or other retirement or health benefit to a beneficiary, representative, or designee of a deceased or retired partner;

(v) of interest or other charge on a loan, even if the amount of payment varies with the profits of the business, including a direct or indirect present or future ownership of the collateral, or rights to income, proceeds, or increase in value derived from the collateral; or

(vi) for the sale of the goodwill of a business or other property by installments or otherwise.

Acts 1999, No. 1518, § 202.
Ark. Code Ann. § 4-47-604 — AR Code / Title 4 / Chapter 47 / Subchapter 6 / Section 4-47-604
Person's power to dissociate as general partner - Wrongful dissociation
Status: in_force

(a) A person has the power to dissociate as a general partner at any time, rightfully or wrongfully, by express will pursuant to § 4-47-603(1) . (b) A person's dissociation as a general partner is wrongful only if: (1) it is in breach of an express provision of the partnership agreement; or (2) it occurs before the termination of the limited partnership, and: (A) the person withdraws as a general partner by express will; (B) the person is expelled as a general partner by judicial determination under § 4-47-603(5) ; (C) the person is dissociated as a general partner by becoming a debtor in bankruptcy; or (D) in the case of a person that is not an individual, trust other than a business trust, or estate, the person is expelled or otherwise dissociated as a general partner because it willfully dissolved or terminated. (c) A person that wrongfully dissociates as a general partner is liable to the limited partnership and, subject to § 4-47-1001 , to the other partners for damages caused by the dissociation. The liability is in addition to any other obligation of the general partner to the limited partnership or to the other partners. Acts 2007, No. 15, § 1.

(a) A person has the power to dissociate as a general partner at any time, rightfully or wrongfully, by express will pursuant to § 4-47-603(1) .

(b) A person's dissociation as a general partner is wrongful only if: (1) it is in breach of an express provision of the partnership agreement; or (2) it occurs before the termination of the limited partnership, and: (A) the person withdraws as a general partner by express will; (B) the person is expelled as a general partner by judicial determination under § 4-47-603(5) ; (C) the person is dissociated as a general partner by becoming a debtor in bankruptcy; or (D) in the case of a person that is not an individual, trust other than a business trust, or estate, the person is expelled or otherwise dissociated as a general partner because it willfully dissolved or terminated.

(1) it is in breach of an express provision of the partnership agreement; or

(2) it occurs before the termination of the limited partnership, and: (A) the person withdraws as a general partner by express will; (B) the person is expelled as a general partner by judicial determination under § 4-47-603(5) ; (C) the person is dissociated as a general partner by becoming a debtor in bankruptcy; or (D) in the case of a person that is not an individual, trust other than a business trust, or estate, the person is expelled or otherwise dissociated as a general partner because it willfully dissolved or terminated.

(A) the person withdraws as a general partner by express will;

(B) the person is expelled as a general partner by judicial determination under § 4-47-603(5) ;

(C) the person is dissociated as a general partner by becoming a debtor in bankruptcy; or

(D) in the case of a person that is not an individual, trust other than a business trust, or estate, the person is expelled or otherwise dissociated as a general partner because it willfully dissolved or terminated.

(c) A person that wrongfully dissociates as a general partner is liable to the limited partnership and, subject to § 4-47-1001 , to the other partners for damages caused by the dissociation. The liability is in addition to any other obligation of the general partner to the limited partnership or to the other partners.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-47-1003 — AR Code / Title 4 / Chapter 47 / Subchapter 10 / Section 4-47-1003
Proper plaintiff
Status: in_force

A derivative action may be maintained only by a person that is a partner at the time the action is commenced and: (1) that was a partner when the conduct giving rise to the action occurred; or (2) whose status as a partner devolved upon the person by operation of law or pursuant to the terms of the partnership agreement from a person that was a partner at the time of the conduct. Acts 2007, No. 15, § 1.

A derivative action may be maintained only by a person that is a partner at the time the action is commenced and:

(1) that was a partner when the conduct giving rise to the action occurred; or

(2) whose status as a partner devolved upon the person by operation of law or pursuant to the terms of the partnership agreement from a person that was a partner at the time of the conduct.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-46-1207 — AR Code / Title 4 / Chapter 46 / Subchapter 12 / Section 4-46-1207
Fees
Status: in_force

(a) The Secretary of State shall collect the following fees when the documents described in this chapter are delivered to him or her for filing: (1) Statement of partnership authority .................................................................... $ 50.00 (2) Amendment of statement partnership authority .................................................. 15.00 (3) Change of agent for service............................................................................... 15.00 (4) Cancellation of statement of partnership authority............................................... 15.00 (5) Statement of conversion or merger.................................................................... 15.00 (6) Statement of dissolution .................................................................................. 15.00 (7) Statement of dissociation ................................................................................ 15.00 (8) Statement of denial.......................................................................................... 15.00 (9) Statement of foreign partnership authority.......................................................... 300.00 (10) Amendment of statement of foreign partnership authority .................................... 15.00 (11) Change of foreign partnership agent for service................................................... No Fee (12) Cancellation of statement of foreign partnership authority ................................... 15.00 (13) Any other document required or permitted to be filed by this chapter.................... 15.00 (b) (1) The Secretary of State shall collect a fee of twenty-five dollars ($25.00) each time process is served on him or her under this chapter. (2) The party to a proceeding causing service of process is entitled to recover the process fee as costs if the party prevails in the proceeding. (c) The Secretary of State shall collect the following fees for copying and certifying the copy of any filed document relating to a domestic or foreign partnership: (1) Fifty cents (50¢) a page for copying; and (2) Five dollars ($5.00) for the certificate. (d) The Secretary of State shall collect the following fees when the documents described in this chapter are delivered to him or her by electronic means: (1) Four dollars ($4.00) for the processing fee when the filing fee is $0 to $50; (2) Five dollars ($5.00) for the processing fee when the filing fee is $51 to $99; (3) Ten dollars ($10.00) for the processing fee when the filing fee is $100 to $299; and (4) Twelve dollars ($12.00) for the processing fee when the filing fee is $300 or more. Acts 1999, No. 1518, § 1207; 2007, No. 646, § 12.

(a) The Secretary of State shall collect the following fees when the documents described in this chapter are delivered to him or her for filing: (1) Statement of partnership authority .................................................................... $ 50.00 (2) Amendment of statement partnership authority .................................................. 15.00 (3) Change of agent for service............................................................................... 15.00 (4) Cancellation of statement of partnership authority............................................... 15.00 (5) Statement of conversion or merger.................................................................... 15.00 (6) Statement of dissolution .................................................................................. 15.00 (7) Statement of dissociation ................................................................................ 15.00 (8) Statement of denial.......................................................................................... 15.00 (9) Statement of foreign partnership authority.......................................................... 300.00 (10) Amendment of statement of foreign partnership authority .................................... 15.00 (11) Change of foreign partnership agent for service................................................... No Fee (12) Cancellation of statement of foreign partnership authority ................................... 15.00 (13) Any other document required or permitted to be filed by this chapter.................... 15.00

(1) Statement of partnership authority .................................................................... $ 50.00 (2) Amendment of statement partnership authority .................................................. 15.00 (3) Change of agent for service............................................................................... 15.00 (4) Cancellation of statement of partnership authority............................................... 15.00 (5) Statement of conversion or merger.................................................................... 15.00 (6) Statement of dissolution .................................................................................. 15.00 (7) Statement of dissociation ................................................................................ 15.00 (8) Statement of denial.......................................................................................... 15.00 (9) Statement of foreign partnership authority.......................................................... 300.00 (10) Amendment of statement of foreign partnership authority .................................... 15.00 (11) Change of foreign partnership agent for service................................................... No Fee (12) Cancellation of statement of foreign partnership authority ................................... 15.00 (13) Any other document required or permitted to be filed by this chapter.................... 15.00

(1)

Statement of partnership authority ....................................................................

$ 50.00

(2)

Amendment of statement partnership authority ..................................................

15.00

(3)

Change of agent for service...............................................................................

15.00

(4)

Cancellation of statement of partnership authority...............................................

15.00

(5)

Statement of conversion or merger....................................................................

15.00

(6)

Statement of dissolution ..................................................................................

15.00

(7)

Statement of dissociation ................................................................................

15.00

(8)

Statement of denial..........................................................................................

15.00

(9)

Statement of foreign partnership authority..........................................................

300.00

(10)

Amendment of statement of foreign partnership authority ....................................

15.00

(11)

Change of foreign partnership agent for service...................................................

No Fee

(12)

Cancellation of statement of foreign partnership authority ...................................

15.00

(13)

Any other document required or permitted to be filed by this chapter....................

15.00

(b) (1) The Secretary of State shall collect a fee of twenty-five dollars ($25.00) each time process is served on him or her under this chapter. (2) The party to a proceeding causing service of process is entitled to recover the process fee as costs if the party prevails in the proceeding.

(1) The Secretary of State shall collect a fee of twenty-five dollars ($25.00) each time process is served on him or her under this chapter.

(2) The party to a proceeding causing service of process is entitled to recover the process fee as costs if the party prevails in the proceeding.

(c) The Secretary of State shall collect the following fees for copying and certifying the copy of any filed document relating to a domestic or foreign partnership: (1) Fifty cents (50¢) a page for copying; and (2) Five dollars ($5.00) for the certificate.

(1) Fifty cents (50¢) a page for copying; and

(2) Five dollars ($5.00) for the certificate.

(d) The Secretary of State shall collect the following fees when the documents described in this chapter are delivered to him or her by electronic means: (1) Four dollars ($4.00) for the processing fee when the filing fee is $0 to $50; (2) Five dollars ($5.00) for the processing fee when the filing fee is $51 to $99; (3) Ten dollars ($10.00) for the processing fee when the filing fee is $100 to $299; and (4) Twelve dollars ($12.00) for the processing fee when the filing fee is $300 or more.

(1) Four dollars ($4.00) for the processing fee when the filing fee is $0 to $50;

(2) Five dollars ($5.00) for the processing fee when the filing fee is $51 to $99;

(3) Ten dollars ($10.00) for the processing fee when the filing fee is $100 to $299; and

(4) Twelve dollars ($12.00) for the processing fee when the filing fee is $300 or more.

Acts 1999, No. 1518, § 1207; 2007, No. 646, § 12.
Ark. Code Ann. § 4-28-206 — AR Code / Title 4 / Chapter 28 / Subchapter 2 / Section 4-28-206
Articles of incorporation generally
Status: in_force

(a) Any association of persons or for-profit corporation organized under the Arkansas Business Corporation Act of 1987, § 4-27-101 et seq., desirous of becoming incorporated under the provisions of the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , shall file with the circuit court of the county in which the main office or principal place of business of the proposed corporation is located or proposed to be located signed and verified articles of incorporation, which shall set forth the following: (1) The name of the corporation; (2) The period of duration, which may be perpetual; (3) The purposes for which the corporation is organized; (4) Any provisions, not inconsistent with law, which the incorporators elect to set forth in the articles of incorporation for the regulation of the internal affairs of the corporation, including any provision for distribution of assets on dissolution or final liquidation; (5) The address of its main office or principal place of business, and the name of its registered agent at that address; (6) The number of directors constituting the initial board of directors and the names and addresses of the persons who are to serve as the initial directors; (7) The name and address of each incorporator; (8) A statement that the corporation: (A) Is a nonprofit corporation; and (B) Has converted under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 ; and (9) (A) A description of the treatment of shares of stock. (B) The description of the treatment of shares of stock: (i) May provide for the exchange of shares of stock for certificates of membership if the corporation has members; or (ii) Shall provide that the shares of stock be canceled by the board of directors if the corporation does not have members. (b) If the circuit court finds that the articles of incorporation conform to law and that the incorporation is for a lawful purpose and is in the best interests of the public, the court may issue an order approving the incorporation of the proposed association of persons. (c) If the court approves the incorporation, the articles of incorporation in duplicate, signed and verified, and a copy of the order of the court approving the incorporation shall be transmitted to the Secretary of State, who shall, when all fees have been paid as prescribed in the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 : (1) File the original of the articles in his or her office; and (2) Issue a certificate of incorporation to which he or she shall affix the other copy of the articles endorsed with the word "Filed" and the month, day, and year of the filing and return the certificate of incorporation to the incorporators or their representative. (d) A corporation may amend its articles of incorporation from time to time, provided that the amendments are lawful under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 . A copy of all amendments shall be filed with the Secretary of State within thirty (30) days after their passage. (e) (1) A for-profit corporation may convert to a nonprofit corporation under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , or the Arkansas Nonprofit Corporation Act of 1993, § 4-33-101 et seq., upon the filing of an amendment to the corporation's articles of incorporation with the information required under this section. (2) If an entity is a for-profit corporation that is converting to a nonprofit corporation, the conversion shall be approved by a three-fourths vote of the shareholders of the business corporation. (f) A conversion to a nonprofit corporation under this chapter is effective when an amendment to the articles of incorporation is filed with the Secretary of State and the Secretary of State has collected the filing fees, service fees, and copying fees required under § 4-33-122 . (g) A conversion to a nonprofit corporation under this chapter is not a dissolution. Amended by Act 2019, No. 108,§ 2, eff. 2/13/2019. Acts 1963, No. 176, §§ 5, 6; A.S.A. 1947, §§ 64-1905, 64-1906.

(a) Any association of persons or for-profit corporation organized under the Arkansas Business Corporation Act of 1987, § 4-27-101 et seq., desirous of becoming incorporated under the provisions of the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , shall file with the circuit court of the county in which the main office or principal place of business of the proposed corporation is located or proposed to be located signed and verified articles of incorporation, which shall set forth the following: (1) The name of the corporation; (2) The period of duration, which may be perpetual; (3) The purposes for which the corporation is organized; (4) Any provisions, not inconsistent with law, which the incorporators elect to set forth in the articles of incorporation for the regulation of the internal affairs of the corporation, including any provision for distribution of assets on dissolution or final liquidation; (5) The address of its main office or principal place of business, and the name of its registered agent at that address; (6) The number of directors constituting the initial board of directors and the names and addresses of the persons who are to serve as the initial directors; (7) The name and address of each incorporator; (8) A statement that the corporation: (A) Is a nonprofit corporation; and (B) Has converted under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 ; and (9) (A) A description of the treatment of shares of stock. (B) The description of the treatment of shares of stock: (i) May provide for the exchange of shares of stock for certificates of membership if the corporation has members; or (ii) Shall provide that the shares of stock be canceled by the board of directors if the corporation does not have members.

(1) The name of the corporation;

(2) The period of duration, which may be perpetual;

(3) The purposes for which the corporation is organized;

(4) Any provisions, not inconsistent with law, which the incorporators elect to set forth in the articles of incorporation for the regulation of the internal affairs of the corporation, including any provision for distribution of assets on dissolution or final liquidation;

(5) The address of its main office or principal place of business, and the name of its registered agent at that address;

(6) The number of directors constituting the initial board of directors and the names and addresses of the persons who are to serve as the initial directors;

(7) The name and address of each incorporator;

(8) A statement that the corporation: (A) Is a nonprofit corporation; and (B) Has converted under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 ; and

(A) Is a nonprofit corporation; and

(B) Has converted under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 ; and

(9) (A) A description of the treatment of shares of stock. (B) The description of the treatment of shares of stock: (i) May provide for the exchange of shares of stock for certificates of membership if the corporation has members; or (ii) Shall provide that the shares of stock be canceled by the board of directors if the corporation does not have members.

(A) A description of the treatment of shares of stock.

(B) The description of the treatment of shares of stock: (i) May provide for the exchange of shares of stock for certificates of membership if the corporation has members; or (ii) Shall provide that the shares of stock be canceled by the board of directors if the corporation does not have members.

(i) May provide for the exchange of shares of stock for certificates of membership if the corporation has members; or

(ii) Shall provide that the shares of stock be canceled by the board of directors if the corporation does not have members.

(b) If the circuit court finds that the articles of incorporation conform to law and that the incorporation is for a lawful purpose and is in the best interests of the public, the court may issue an order approving the incorporation of the proposed association of persons.

(c) If the court approves the incorporation, the articles of incorporation in duplicate, signed and verified, and a copy of the order of the court approving the incorporation shall be transmitted to the Secretary of State, who shall, when all fees have been paid as prescribed in the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 : (1) File the original of the articles in his or her office; and (2) Issue a certificate of incorporation to which he or she shall affix the other copy of the articles endorsed with the word "Filed" and the month, day, and year of the filing and return the certificate of incorporation to the incorporators or their representative.

(1) File the original of the articles in his or her office; and

(2) Issue a certificate of incorporation to which he or she shall affix the other copy of the articles endorsed with the word "Filed" and the month, day, and year of the filing and return the certificate of incorporation to the incorporators or their representative.

(d) A corporation may amend its articles of incorporation from time to time, provided that the amendments are lawful under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 . A copy of all amendments shall be filed with the Secretary of State within thirty (30) days after their passage.

(e) (1) A for-profit corporation may convert to a nonprofit corporation under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , or the Arkansas Nonprofit Corporation Act of 1993, § 4-33-101 et seq., upon the filing of an amendment to the corporation's articles of incorporation with the information required under this section. (2) If an entity is a for-profit corporation that is converting to a nonprofit corporation, the conversion shall be approved by a three-fourths vote of the shareholders of the business corporation.

(1) A for-profit corporation may convert to a nonprofit corporation under the Arkansas Nonprofit Corporation Act, §§ 4-28-201 - 4-28-206 and 4-28-209 - 4-28-224 , or the Arkansas Nonprofit Corporation Act of 1993, § 4-33-101 et seq., upon the filing of an amendment to the corporation's articles of incorporation with the information required under this section.

(2) If an entity is a for-profit corporation that is converting to a nonprofit corporation, the conversion shall be approved by a three-fourths vote of the shareholders of the business corporation.

(f) A conversion to a nonprofit corporation under this chapter is effective when an amendment to the articles of incorporation is filed with the Secretary of State and the Secretary of State has collected the filing fees, service fees, and copying fees required under § 4-33-122 .

(g) A conversion to a nonprofit corporation under this chapter is not a dissolution.

Amended by Act 2019, No. 108,§ 2, eff. 2/13/2019.

Acts 1963, No. 176, §§ 5, 6; A.S.A. 1947, §§ 64-1905, 64-1906.
Ark. Code Ann. § 4-26-207 — AR Code / Title 4 / Chapter 26 / Subchapter 2 / Section 4-26-207
Certificate of corporate existence - Prima facie evidence
Status: in_force

(a) At any time after the incorporators have filed articles of incorporation with the Secretary of State, he or she shall, upon request and upon payment of the fee prescribed by law, certify whether, as disclosed by the records in his or her office, the existence of the corporation has terminated by reason of voluntary or involuntary dissolution, merger, consolidation, franchise tax default, or otherwise. (b) If the certificate identifies the corporation by its corporate name, and by showing the names of the original incorporators and the date the original articles of incorporation were filed, it shall be admissible in evidence, and the certifications therein contained shall be deemed prima facie true. Acts 1965, No. 576, § 56; A.S.A. 1947, § 64-503.

(a) At any time after the incorporators have filed articles of incorporation with the Secretary of State, he or she shall, upon request and upon payment of the fee prescribed by law, certify whether, as disclosed by the records in his or her office, the existence of the corporation has terminated by reason of voluntary or involuntary dissolution, merger, consolidation, franchise tax default, or otherwise.

(b) If the certificate identifies the corporation by its corporate name, and by showing the names of the original incorporators and the date the original articles of incorporation were filed, it shall be admissible in evidence, and the certifications therein contained shall be deemed prima facie true.

Acts 1965, No. 576, § 56; A.S.A. 1947, § 64-503.
Ark. Code Ann. § 4-47-107 — AR Code / Title 4 / Chapter 47 / Subchapter 1 / Section 4-47-107
Supplemental principles of law - Rate of interest
Status: in_force

Unless displaced by particular provisions of this chapter, the principles of law and equity supplement this chapter. Amended by Act 2013, No. 1124,§ 1, eff. 8/16/2013. Acts 2007, No. 15, § 1.

Unless displaced by particular provisions of this chapter, the principles of law and equity supplement this chapter.

Amended by Act 2013, No. 1124,§ 1, eff. 8/16/2013.

Acts 2007, No. 15, § 1.
Ark. Code Ann. § 4-38-208 — AR Code / Title 4 / Chapter 38 / Subchapter 2 / Section 4-38-208
Withdrawal of filed record before effectiveness
Status: in_force

(a) Except as otherwise provided in §§ 4-38-1024 , 4-38-1034 , 4-38-1044 , and 4-38-1054 , a record delivered to the Secretary of State for filing may be withdrawn before it takes effect by delivering to the Secretary of State for filing a statement of withdrawal. (b) A statement of withdrawal must: (1) be signed by each person that signed the record being withdrawn, except as otherwise agreed by those persons; (2) identify the record to be withdrawn; and (3) if signed by fewer than all the persons that signed the record being withdrawn, state that the record is withdrawn in accordance with the agreement of all the persons that signed the record. (c) On filing by the Secretary of State of a statement of withdrawal, the action or transaction evidenced by the original record does not take effect. Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.

(a) Except as otherwise provided in §§ 4-38-1024 , 4-38-1034 , 4-38-1044 , and 4-38-1054 , a record delivered to the Secretary of State for filing may be withdrawn before it takes effect by delivering to the Secretary of State for filing a statement of withdrawal.

(b) A statement of withdrawal must: (1) be signed by each person that signed the record being withdrawn, except as otherwise agreed by those persons; (2) identify the record to be withdrawn; and (3) if signed by fewer than all the persons that signed the record being withdrawn, state that the record is withdrawn in accordance with the agreement of all the persons that signed the record.

(1) be signed by each person that signed the record being withdrawn, except as otherwise agreed by those persons;

(2) identify the record to be withdrawn; and

(3) if signed by fewer than all the persons that signed the record being withdrawn, state that the record is withdrawn in accordance with the agreement of all the persons that signed the record.

(c) On filing by the Secretary of State of a statement of withdrawal, the action or transaction evidenced by the original record does not take effect.

Added by Act 2021, No. 1041,§ 26, eff. 7/28/2021.
Ark. Code Ann. § 4-88-112 — AR Code / Title 4 / Chapter 88 / Subchapter 1 / Section 4-88-112
Failure to cooperate in investigations - Proceedings
Status: in_force

(a) In the event any person fails or refuses to file a statement, appear, or produce records as required by § 4-88-111 , the Attorney General, acting through the Consumer Counsel of Arkansas, may file, in the circuit court of the county in which the person resides or transacts business or of the judicial district in which the State Capitol is located, a petition for an order of such court for the civil enforcement of such section. (b) Upon the filing of the petition and service upon the person, the court shall have jurisdiction to hear and determine the matter so presented and to enter such order, including temporary injunctions, as may be required to effectuate this chapter. (c) Willful concealment, destruction, alteration, or falsification of any documentary material which would be subject to subpoena by the court or the disobedience of any order of the court is declared to be unlawful and shall be punished as contempt of court. (d) Any final order shall be subject to appeal to the Supreme Court. Acts 1971, No. 92, § 10; A.S.A. 1947, § 70-910; Acts 1991, No. 1177, § 3; 1995, No. 836, § 3.

(a) In the event any person fails or refuses to file a statement, appear, or produce records as required by § 4-88-111 , the Attorney General, acting through the Consumer Counsel of Arkansas, may file, in the circuit court of the county in which the person resides or transacts business or of the judicial district in which the State Capitol is located, a petition for an order of such court for the civil enforcement of such section.

(b) Upon the filing of the petition and service upon the person, the court shall have jurisdiction to hear and determine the matter so presented and to enter such order, including temporary injunctions, as may be required to effectuate this chapter.

(c) Willful concealment, destruction, alteration, or falsification of any documentary material which would be subject to subpoena by the court or the disobedience of any order of the court is declared to be unlawful and shall be punished as contempt of court.

(d) Any final order shall be subject to appeal to the Supreme Court.

Acts 1971, No. 92, § 10; A.S.A. 1947, § 70-910; Acts 1991, No. 1177, § 3; 1995, No. 836, § 3.
Ark. Code Ann. § 4-26-1007 — AR Code / Title 4 / Chapter 26 / Subchapter 10 / Section 4-26-1007
Action on plan of merger by constituent corporation
Status: in_force

(a) Except as provided in subsection (g) of this section and after adopting a plan of merger, the board of directors of each corporation which is a party to the merger shall submit the plan of merger for approval by its shareholders. (b) A plan of merger may be approved if the: (1) Board of directors recommends the plan of merger to the shareholders, unless the board of directors: (A) Determines that because of a conflict of interest or other special circumstances it should make no recommendation; and (B) Communicates the basis for its determination at the time the plan of merger is submitted to the shareholders; and (2) Shareholders entitled to vote approve the plan. (c) The board of directors may condition its submission of the proposed merger on any basis. (d) (1) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting: (A) Not less than twenty (20) days before the meeting; and (B) In the manner provided in § 4-26-703 for giving notice of meetings of shareholders. (2) The notice shall: (A) State that a purpose of the meeting is to consider the plan of merger; and (B) Contain or be accompanied by a copy or summary of the plan. (e) Unless this chapter, the articles of incorporation, or the board of directors acting under subsection (c) of this section require a greater vote or a vote by voting groups, the plan of merger to be authorized must be approved by the affirmative vote of the holders of at least two-thirds (2/3) of the outstanding shares entitled to vote, and if by voting group, by each voting group entitled to vote separately on the plan by at least two-thirds (2/3) of all the votes entitled to be cast on the plan by the voting group. (f) Separate voting by voting groups is required on a plan of merger if the plan contains a provision that, if contained in a proposed amendment to the articles of incorporation, would require action by one (1) or more separate voting groups on the proposed amendment under § 4-26-303 . (g) Action by the shareholders of the surviving corporation on a plan of merger is not required if: (1) The articles of incorporation of the surviving corporation will not differ except for amendments enumerated in § 4-26-307 from its articles before the merger; (2) Each shareholder of the surviving corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares or the interest comparable to shares in an entity other than a corporation, with identical designations, preferences, limitations, and relative rights, immediately after the merger; (3) The number of voting shares outstanding immediately after the merger plus the number of voting shares issuable as a result of the merger either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than twenty percent (20%) the total number of voting shares of the surviving corporation outstanding immediately before the merger; and (4) The number of participating shares outstanding immediately after the merger plus the number of participating shares issuable as a result of the merger either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than twenty percent (20%) the total number of participating shares outstanding immediately before the merger. (h) As used in subsection (g) of this section: (1) "Participating shares" means shares that entitle their holders to participate without limitation in distributions; and (2) "Voting shares" means shares that entitle their holders to vote unconditionally in elections of directors. (i) Subject to any contractual rights, at any time before articles of merger are filed the planned merger may be abandoned without further shareholder action in accordance with the procedure set forth in the plan of merger or, if none is set forth, in the manner determined by the board of directors. Acts 2009, No. 408, § 1.

(a) Except as provided in subsection (g) of this section and after adopting a plan of merger, the board of directors of each corporation which is a party to the merger shall submit the plan of merger for approval by its shareholders.

(b) A plan of merger may be approved if the: (1) Board of directors recommends the plan of merger to the shareholders, unless the board of directors: (A) Determines that because of a conflict of interest or other special circumstances it should make no recommendation; and (B) Communicates the basis for its determination at the time the plan of merger is submitted to the shareholders; and (2) Shareholders entitled to vote approve the plan.

(1) Board of directors recommends the plan of merger to the shareholders, unless the board of directors: (A) Determines that because of a conflict of interest or other special circumstances it should make no recommendation; and (B) Communicates the basis for its determination at the time the plan of merger is submitted to the shareholders; and

(A) Determines that because of a conflict of interest or other special circumstances it should make no recommendation; and

(B) Communicates the basis for its determination at the time the plan of merger is submitted to the shareholders; and

(2) Shareholders entitled to vote approve the plan.

(c) The board of directors may condition its submission of the proposed merger on any basis.

(d) (1) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting: (A) Not less than twenty (20) days before the meeting; and (B) In the manner provided in § 4-26-703 for giving notice of meetings of shareholders. (2) The notice shall: (A) State that a purpose of the meeting is to consider the plan of merger; and (B) Contain or be accompanied by a copy or summary of the plan.

(1) The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting: (A) Not less than twenty (20) days before the meeting; and (B) In the manner provided in § 4-26-703 for giving notice of meetings of shareholders.

(A) Not less than twenty (20) days before the meeting; and

(B) In the manner provided in § 4-26-703 for giving notice of meetings of shareholders.

(2) The notice shall: (A) State that a purpose of the meeting is to consider the plan of merger; and (B) Contain or be accompanied by a copy or summary of the plan.

(A) State that a purpose of the meeting is to consider the plan of merger; and

(B) Contain or be accompanied by a copy or summary of the plan.

(e) Unless this chapter, the articles of incorporation, or the board of directors acting under subsection (c) of this section require a greater vote or a vote by voting groups, the plan of merger to be authorized must be approved by the affirmative vote of the holders of at least two-thirds (2/3) of the outstanding shares entitled to vote, and if by voting group, by each voting group entitled to vote separately on the plan by at least two-thirds (2/3) of all the votes entitled to be cast on the plan by the voting group.

(f) Separate voting by voting groups is required on a plan of merger if the plan contains a provision that, if contained in a proposed amendment to the articles of incorporation, would require action by one (1) or more separate voting groups on the proposed amendment under § 4-26-303 .

(g) Action by the shareholders of the surviving corporation on a plan of merger is not required if: (1) The articles of incorporation of the surviving corporation will not differ except for amendments enumerated in § 4-26-307 from its articles before the merger; (2) Each shareholder of the surviving corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares or the interest comparable to shares in an entity other than a corporation, with identical designations, preferences, limitations, and relative rights, immediately after the merger; (3) The number of voting shares outstanding immediately after the merger plus the number of voting shares issuable as a result of the merger either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than twenty percent (20%) the total number of voting shares of the surviving corporation outstanding immediately before the merger; and (4) The number of participating shares outstanding immediately after the merger plus the number of participating shares issuable as a result of the merger either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than twenty percent (20%) the total number of participating shares outstanding immediately before the merger.

(1) The articles of incorporation of the surviving corporation will not differ except for amendments enumerated in § 4-26-307 from its articles before the merger;

(2) Each shareholder of the surviving corporation whose shares were outstanding immediately before the effective date of the merger will hold the same number of shares or the interest comparable to shares in an entity other than a corporation, with identical designations, preferences, limitations, and relative rights, immediately after the merger;

(3) The number of voting shares outstanding immediately after the merger plus the number of voting shares issuable as a result of the merger either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than twenty percent (20%) the total number of voting shares of the surviving corporation outstanding immediately before the merger; and

(4) The number of participating shares outstanding immediately after the merger plus the number of participating shares issuable as a result of the merger either by the conversion of securities issued pursuant to the merger or the exercise of rights and warrants issued pursuant to the merger, will not exceed by more than twenty percent (20%) the total number of participating shares outstanding immediately before the merger.

(h) As used in subsection (g) of this section: (1) "Participating shares" means shares that entitle their holders to participate without limitation in distributions; and (2) "Voting shares" means shares that entitle their holders to vote unconditionally in elections of directors.

(1) "Participating shares" means shares that entitle their holders to participate without limitation in distributions; and

(2) "Voting shares" means shares that entitle their holders to vote unconditionally in elections of directors.

(i) Subject to any contractual rights, at any time before articles of merger are filed the planned merger may be abandoned without further shareholder action in accordance with the procedure set forth in the plan of merger or, if none is set forth, in the manner determined by the board of directors.

Acts 2009, No. 408, § 1.
Ark. Code Ann. § 4-29-312 — AR Code / Title 4 / Chapter 29 / Subchapter 3 / Section 4-29-312
Shares of deceased or disqualified shareholder - Price
Status: in_force

(a) If the articles of incorporation or bylaws of a corporation subject to this subchapter fail to state a price or method of determining a fixed price at which the corporation or its shareholders may purchase the shares of a deceased shareholder or a shareholder no longer qualified to own shares in the corporation, then the price for the shares shall be the book value as of the end of the month immediately preceding the death or disqualification of the shareholder. (b) Book value shall be determined from the books and records of the corporation in accordance with the regular method of accounting used by the corporation. Acts 1961, No. 179, § 17; A.S.A. 1947, § 64-1717.

(a) If the articles of incorporation or bylaws of a corporation subject to this subchapter fail to state a price or method of determining a fixed price at which the corporation or its shareholders may purchase the shares of a deceased shareholder or a shareholder no longer qualified to own shares in the corporation, then the price for the shares shall be the book value as of the end of the month immediately preceding the death or disqualification of the shareholder.

(b) Book value shall be determined from the books and records of the corporation in accordance with the regular method of accounting used by the corporation.

Acts 1961, No. 179, § 17; A.S.A. 1947, § 64-1717.
Ark. Code Ann. § 4-118-102 — AR Code / Title 4 / Chapter 118 / Section 4-118-102
Definitions
Status: in_force

As used in this chapter: (1) "Minor" means an individual under eighteen (18) years of age; (2) (A) "Person" means an individual who is not related to a minor. (B) "Person" does not mean a parent or grandparent, including without limitation a biological parent, adoptive parent, stepparent, fictive kin, legal guardian, temporary guardian, or other legal custodian of a minor; (3) "Prepaid mobile device" means a cellular telephone or other communication device for which the mobile device user purchases a set allotment of wireless communication services; and (4) "Wireless communication services" means any mobile service that is provided for profit and makes interconnected service available to the public. Added by Act 2019, No. 1053,§ 1, eff. 7/24/2019.

As used in this chapter:

(1) "Minor" means an individual under eighteen (18) years of age;

(2) (A) "Person" means an individual who is not related to a minor. (B) "Person" does not mean a parent or grandparent, including without limitation a biological parent, adoptive parent, stepparent, fictive kin, legal guardian, temporary guardian, or other legal custodian of a minor;

(A) "Person" means an individual who is not related to a minor.

(B) "Person" does not mean a parent or grandparent, including without limitation a biological parent, adoptive parent, stepparent, fictive kin, legal guardian, temporary guardian, or other legal custodian of a minor;

(3) "Prepaid mobile device" means a cellular telephone or other communication device for which the mobile device user purchases a set allotment of wireless communication services; and

(4) "Wireless communication services" means any mobile service that is provided for profit and makes interconnected service available to the public.

Added by Act 2019, No. 1053,§ 1, eff. 7/24/2019.
Ark. Code Ann. § 4-75-713 — AR Code / Title 4 / Chapter 75 / Subchapter 7 / Section 4-75-713
Remedies
Status: in_force

(a) The Director of Arkansas Tobacco Control or any person injured by any violation or who would suffer injury from any threatened violation of this subchapter may maintain an action in any court of equitable jurisdiction to prevent, restrain, or enjoin the violation or threatened violation. (b) (1) If, in such action, a violation or threatened violation of this subchapter is established, the court shall enjoin and restrain, or otherwise prohibit, the violation or threatened violation, and in addition thereto, the court shall assess in favor of the plaintiff and against the defendant the costs of suit including reasonable attorney's fees. (2) In the action it is not necessary that actual damages to the plaintiff be alleged or proved, but where alleged or proved, the plaintiff in the action, in addition to the injunctive relief and costs of suit, including reasonable attorney's fees, shall be entitled to recover from the defendant the actual damages sustained by him or her. (c) In the event that no injunctive relief is sought or required, any person injured by a violation of this subchapter may maintain an action for damages and costs of suit in any court of general jurisdiction. Acts 1951, No. 101, § 11; A.S.A. 1947, § 70-611; Acts 1999, No. 1237, § 4; 2009, No. 785, § 4.

(a) The Director of Arkansas Tobacco Control or any person injured by any violation or who would suffer injury from any threatened violation of this subchapter may maintain an action in any court of equitable jurisdiction to prevent, restrain, or enjoin the violation or threatened violation.

(b) (1) If, in such action, a violation or threatened violation of this subchapter is established, the court shall enjoin and restrain, or otherwise prohibit, the violation or threatened violation, and in addition thereto, the court shall assess in favor of the plaintiff and against the defendant the costs of suit including reasonable attorney's fees. (2) In the action it is not necessary that actual damages to the plaintiff be alleged or proved, but where alleged or proved, the plaintiff in the action, in addition to the injunctive relief and costs of suit, including reasonable attorney's fees, shall be entitled to recover from the defendant the actual damages sustained by him or her.

(1) If, in such action, a violation or threatened violation of this subchapter is established, the court shall enjoin and restrain, or otherwise prohibit, the violation or threatened violation, and in addition thereto, the court shall assess in favor of the plaintiff and against the defendant the costs of suit including reasonable attorney's fees.

(2) In the action it is not necessary that actual damages to the plaintiff be alleged or proved, but where alleged or proved, the plaintiff in the action, in addition to the injunctive relief and costs of suit, including reasonable attorney's fees, shall be entitled to recover from the defendant the actual damages sustained by him or her.

(c) In the event that no injunctive relief is sought or required, any person injured by a violation of this subchapter may maintain an action for damages and costs of suit in any court of general jurisdiction.

Acts 1951, No. 101, § 11; A.S.A. 1947, § 70-611; Acts 1999, No. 1237, § 4; 2009, No. 785, § 4.