reglab/housing_qa huggingface dataset:
MT Code § 35-14-1006 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 10. Amendment of Articles of Incorporation and Bylaws|35-14-1006. Articles of amendment

  35-14-1006. Articles of amendment. (1) After an amendment to the articles of incorporation has been adopted and approved in the manner required by this chapter and by the articles of incorporation, the corporation shall deliver to the secretary of state for filing articles of amendment, which must set forth:   (a) the name of the corporation;   (b) the text of each amendment adopted or the information required by 35-14-120(11)(e);   (c) if an amendment provides for an exchange, reclassification, or cancellation of issued shares, provisions for implementing the amendment if not contained in the amendment itself, which may be made dependent on facts objectively ascertainable outside the articles of amendment in accordance with 35-14-120(11)(e);   (d) the date of each amendment's adoption; and   (e) if an amendment:   (i) was adopted by the incorporators or board of directors without shareholder approval, a statement that the amendment was duly adopted by the incorporators or by the board of directors and that shareholder approval was not required;   (ii) required approval by the shareholders, a statement that the amendment was duly approved by the shareholders in the manner required by this chapter and by the articles of incorporation; or   (iii) is being filed pursuant to 35-14-120(11)(e), a statement to that effect.   (2) Articles of amendment take effect on the effective date determined in accordance with 35-14-123.   History: En. Sec. 154, Ch. 271, L. 2019.
MT Code § 35-14-1007 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 10. Amendment of Articles of Incorporation and Bylaws|35-14-1007. Restated articles of incorporation

  35-14-1007. Restated articles of incorporation. (1) A corporation's board of directors may restate its articles of incorporation at any time, without shareholder approval, to consolidate all amendments into a single document.   (2) If the restated articles include one or more new amendments that require shareholder approval, the amendments must be adopted and approved as provided in 35-14-1003.   (3) A corporation that restates its articles of incorporation shall deliver to the secretary of state for filing articles of restatement setting forth:   (a) the name of the corporation;   (b) the text of the restated articles of incorporation;   (c) a statement that the restated articles consolidate all amendments into a single document; and   (d) if a new amendment is included in the restated articles, the statements required under 35-14-1006 with respect to the new amendment.   (4) Duly adopted restated articles of incorporation supersede the original articles of incorporation and all amendments to the articles of incorporation.   (5) The secretary of state may certify restated articles of incorporation as the articles of incorporation currently in effect without including the statements required by subsection (3)(d).   History: En. Sec. 155, Ch. 271, L. 2019.
MT Code § 35-14-1008 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 10. Amendment of Articles of Incorporation and Bylaws|35-14-1008. Amendment pursuant to reorganization

  35-14-1008. Amendment pursuant to reorganization. (1) A corporation's articles of incorporation may be amended without action by the board of directors or shareholders to carry out a plan of reorganization ordered or decreed by a court of competent jurisdiction under the authority of a law of the United States.   (2) The individual or individuals designated by the court shall deliver to the secretary of state for filing articles of amendment setting forth:   (a) the name of the corporation;   (b) the text of each amendment approved by the court;   (c) the date of the court's order or decree approving the articles of amendment;   (d) the title of the reorganization proceeding in which the order or decree was entered; and   (e) a statement that the court had jurisdiction of the proceeding under federal statute.   (3) This section does not apply after entry of a final decree in the reorganization proceeding even though the court retains jurisdiction of the proceeding for limited purposes unrelated to consummation of the reorganization plan.   History: En. Sec. 156, Ch. 271, L. 2019.
MT Code § 35-14-1009 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 10. Amendment of Articles of Incorporation and Bylaws|35-14-1009. Effect of amendment

  35-14-1009. Effect of amendment. (1) An amendment to the articles of incorporation does not affect a cause of action existing against or in favor of the corporation, a proceeding to which the corporation is a party, or the existing rights of persons other than the shareholders. An amendment changing a corporation's name does not affect a proceeding brought by or against the corporation in its former name.   (2) A shareholder who becomes subject to new interest holder liability with respect to the corporation as a result of an amendment to the articles of incorporation has that new interest holder liability only with respect to interest holder liabilities that arise after the amendment becomes effective.   (3) Except as otherwise provided in the articles of incorporation of the corporation, the interest holder liability of a shareholder who had interest holder liability with respect to the corporation before the amendment becomes effective and has new interest holder liability after the amendment becomes effective is as follows:   (a) The amendment does not discharge that prior interest holder liability with respect to any interest holder liabilities that arose before the amendment becomes effective.   (b) The provisions of the articles of incorporation of the corporation relating to interest holder liability in effect immediately prior to the amendment continue to apply to the collection or discharge of any interest holder liabilities preserved by subsection (3)(a) as if the amendment had not occurred.   (c) The shareholder has the rights of contribution from other persons that are provided by the articles of incorporation relating to interest holder liability in effect immediately prior to the amendment with respect to any interest holder liabilities preserved by subsection (3)(a) as if the amendment had not occurred.   (d) The shareholder does not, by reason of the prior interest holder liability, have interest holder liability with respect to any interest holder liabilities that arise after the amendment becomes effective.   History: En. Sec. 157, Ch. 271, L. 2019.
MT Code § 35-14-1010 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 10. Amendment of Articles of Incorporation and Bylaws|35-14-1010. through 35-14-1019 reserved

  35-14-1010 through 35-14-1019 reserved.
MT Code § 35-14-1020 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 10. Amendment of Articles of Incorporation and Bylaws|35-14-1020. Authority to amend

  35-14-1020. Authority to amend. (1) A corporation's shareholders may amend or repeal the corporation's bylaws.   (2) A corporation's board of directors may amend or repeal the corporation's bylaws unless:   (a) the articles of incorporation, 35-14-1021, or, if applicable, 35-14-1022 reserves that power exclusively to the shareholders in whole or part; or   (b) except as provided in 35-14-206(4), the shareholders in amending, repealing, or adopting a bylaw expressly provide that the board of directors may not amend, repeal, or adopt that bylaw.   (3) A shareholder of the corporation does not have a vested property right resulting from any provision in the bylaws.   History: En. Sec. 158, Ch. 271, L. 2019.
MT Code § 35-14-1021 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 10. Amendment of Articles of Incorporation and Bylaws|35-14-1021. Bylaw increasing quorum or voting requirement for directors

  35-14-1021. Bylaw increasing quorum or voting requirement for directors. (1) A bylaw that increases a quorum or voting requirement for the board of directors or that requires a meeting of shareholders to be held at a place may be amended or repealed:  (a) if originally adopted by the shareholders, only by the shareholders unless the bylaw provides otherwise; or   (b) if adopted by the board of directors, either by the shareholders or by the board of directors.   (2) A bylaw adopted or amended by the shareholders that increases a quorum or voting requirement for the board of directors may provide that it can be amended or repealed only by a specified vote of either the shareholders or the board of directors.   (3) Action by the board of directors under subsection (1) to amend or repeal a bylaw that changes a quorum or voting requirement for the board of directors must meet the same quorum requirement and be adopted by the same vote required to take action under the quorum and voting requirement then in effect or proposed to be adopted, whichever is greater.   History: En. Sec. 159, Ch. 271, L. 2019; amd. Sec. 8, Ch. 34, L. 2021.
MT Code § 35-14-1022 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 10. Amendment of Articles of Incorporation and Bylaws|35-14-1022. Bylaw provisions relating to election of directors

  35-14-1022. Bylaw provisions relating to election of directors. (1) Unless the articles of incorporation specifically prohibit the adoption of a bylaw pursuant to this section, alter the vote specified in 35-14-728(1), or provide for cumulative voting, a corporation may elect in its bylaws to be governed in the election of directors as follows:   (a) each vote entitled to be cast may be voted for or against up to that number of candidates that is equal to the number of directors to be elected or a shareholder may indicate an abstention, but without cumulating the votes;   (b) to be elected, a nominee must have received a plurality of the votes cast by holders of shares entitled to vote in the election at a meeting at which a quorum is present, provided that a nominee who is elected but receives more votes against than for election shall serve as a director for a term that terminates on the date that is the earlier of:   (i) 90 days from the date on which the voting results are determined pursuant to 35-14-729(2)(e); or   (ii) the date on which an individual is selected by the board of directors to fill the office held by the director, which constitutes the filling of a vacancy by the board to which 35-14-810 applies. Subject to subsection (1)(c) of this section, a nominee who is elected but receives more votes against than for election may not serve as a director beyond the 90-day period referenced in subsection (1)(b)(i).   (iii) the board of directors may select any qualified individual to fill the office held by a director who received more votes against than for election.   (2) Subsection (1) does not apply to an election of directors by a voting group if:   (a) at the expiration of the time fixed under a provision requiring advance notification of director candidates; or   (b) absent such a provision, at a time fixed by the board of directors that is not more than 14 days before notice is given of the meeting at which the election is to occur, there are more candidates for election by the voting group than the number of directors to be elected, one or more of whom are properly proposed by shareholders. An individual may not be considered a candidate for purposes of this subsection (2)(b) if the board of directors determines before the notice of meeting is given that the individual's candidacy does not create a bona fide election contest.   (3) A bylaw electing to be governed by this section may be repealed:   (a) if originally adopted by the shareholders, only by the shareholders unless the bylaw provides otherwise;   (b) if adopted by the board of directors, by the board of directors or the shareholders.   History: En. Sec. 160, Ch. 271, L. 2019.
MT Code § 35-14-1101 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 11. Mergers and Share Exchanges|35-14-1101. Definitions -- mergers and share exchanges

  35-14-1101. Definitions -- mergers and share exchanges. As used in this part, the following definitions apply:   (1) "Acquired entity" means the domestic or foreign corporation or eligible entity that will have all of one or more classes or series of its shares or eligible interests acquired in a share exchange.   (2) "Acquiring entity" means the domestic or foreign corporation or eligible entity that will acquire all of one or more classes or series of shares or eligible interests of the acquired entity in a share exchange.   (3) "New interest holder liability" means interest holder liability of a person resulting from a merger or share exchange that is:   (a) with respect to an entity that is different from the entity in which the person held shares or eligible interests immediately before the merger or share exchange became effective; or   (b) with respect to the same entity as the one in which the person held shares or eligible interests immediately before the merger or share exchange became effective if:   (i) the person did not have interest holder liability immediately before the merger or share exchange became effective; or   (ii) the person had interest holder liability immediately before the merger or share exchange became effective, the terms and conditions of which were changed when the merger or share exchange became effective.   (4) "Party to a merger" means any domestic or foreign corporation or eligible entity that will merge under a plan of merger but does not include a survivor created by the merger.   (5) "Survivor" in a merger means the domestic or foreign corporation or eligible entity into which one or more other corporations or eligible entities are merged.   History: En. Sec. 161, Ch. 271, L. 2019.
MT Code § 35-14-1105 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 11. Mergers and Share Exchanges|35-14-1105. Merger between parent and subsidiary or between subsidiaries

  35-14-1105. Merger between parent and subsidiary or between subsidiaries. (1) A domestic or foreign parent entity that owns shares of a domestic corporation that carry at least 90% of the voting power of each class and series of the outstanding shares of the subsidiary that has voting power may:   (a) merge the subsidiary into itself if it is a domestic or foreign corporation or eligible entity or into another domestic or foreign corporation or eligible entity in which the parent entity owns at least 90% of the voting power of each class and series of the outstanding shares or eligible interests that have voting power; or   (b) merge itself if it is a domestic or foreign corporation or eligible entity into the subsidiary, in either case without the approval of the board of directors or shareholders of the subsidiary, unless the articles of incorporation or organic rules of the parent entity or the articles of incorporation of the subsidiary corporation provide otherwise. Section 35-14-1104(9) applies to a merger under this section. The articles of merger relating to a merger under this section do not need to be signed by the subsidiary.   (2) A parent entity shall, within 10 days after the effective date of a merger approved under subsection (1), notify each of the subsidiary's shareholders that the merger has become effective. The notice must include:   (a) a copy of the plan of merger; or   (b) a summary of the plan of merger and a statement that the plan of merger is on file in the office of the surviving entity, the address of the surviving entity, and a statement that a copy of the plan of merger will be furnished, upon request and at no cost, to any shareholder of any party to the merger.   (3) Except as provided in subsections (1) and (2), a merger between a parent entity and a domestic subsidiary corporation is governed by the provisions of this part applicable to mergers generally.   History: En. Sec. 165, Ch. 271, L. 2019.
MT Code § 35-14-1108 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 11. Mergers and Share Exchanges|35-14-1108. Abandonment of merger or share exchange

  35-14-1108. Abandonment of merger or share exchange. (1) After a plan of merger or share exchange has been adopted and approved as required by this part and before articles of merger or share exchange have become effective, the plan may be abandoned by a domestic business corporation that is a party to the plan without action by its shareholders in accordance with any procedures set forth in the plan of merger or share exchange or, if no procedures are set forth in the plan, in the manner determined by the board of directors.   (2) If a merger or share exchange is abandoned under subsection (1) after articles of merger or share exchange have been delivered to the secretary of state for filing but before the merger or share exchange has become effective, a statement of abandonment signed by all the parties that signed the articles of merger or share exchange must be delivered to the secretary of state for filing before the articles of merger or share exchange become effective. The statement takes effect on filing and the merger or share exchange is abandoned and does not become effective. The statement of abandonment must contain:   (a) the name of each party to the merger or the names of the acquiring and acquired entities in a share exchange;   (b) the date on which the articles of merger or share exchange were filed by the secretary of state; and   (c) a statement that the merger or share exchange has been abandoned in accordance with this section.   History: En. Sec. 168, Ch. 271, L. 2019.
MT Code § 35-14-1201 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 12. Disposition of Assets|35-14-1201. Disposition of assets not requiring shareholder approval

  35-14-1201. Disposition of assets not requiring shareholder approval. No approval of the shareholders is required, unless the articles of incorporation provide otherwise:   (1) to sell, lease, exchange, or otherwise dispose of any or all of the corporation's assets in the usual and regular course of business;   (2) to mortgage, pledge, dedicate, with or without recourse, to the repayment of indebtedness, or otherwise encumber any or all of the corporation's assets, regardless of whether in the usual and regular course of business;   (3) to transfer any or all of the corporation's assets to one or more domestic or foreign corporations or other entities all of the shares or interests of which are owned by the corporation; or   (4) to distribute assets pro rata to the holders of one or more classes or series of the corporation's shares.   History: En. Sec. 169, Ch. 271, L. 2019.
MT Code § 35-14-1303 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 13. Appraisal Rights|35-14-1303. Assertion of rights -- nominees -- beneficial shareholders

  35-14-1303. Assertion of rights -- nominees -- beneficial shareholders. (1) A record shareholder may assert appraisal rights as to fewer than all the shares registered in the record shareholder's name but owned by a beneficial shareholder or a voting trust beneficial owner only if the record shareholder objects with respect to all shares of a class or series owned by the beneficial shareholder or the voting trust beneficial owner and notifies the corporation in writing of the name and address of each beneficial shareholder or voting trust beneficial owner on whose behalf appraisal rights are being asserted. The rights of a record shareholder who asserts appraisal rights for only part of the shares held of record in the record shareholder's name under this subsection must be determined as if the shares to which the record shareholder objects and the record shareholder's other shares were registered in the names of different record shareholders.   (2) A beneficial shareholder and a voting trust beneficial owner may assert appraisal rights as to shares of any class or series held on behalf of the shareholder only if the shareholder:   (a) submits to the corporation the record shareholder's written consent to the assertion of the rights no later than the date referred to in 35-14-1322(2)(b)(ii); and   (b) does so with respect to all shares of the class or series that are beneficially owned by the beneficial shareholder or the voting trust beneficial owner.   History: En. Sec. 173, Ch. 271, L. 2019.
MT Code § 35-14-1304 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 13. Appraisal Rights|35-14-1304. through 35-14-1319 reserved

  35-14-1304 through 35-14-1319 reserved.