reglab/housing_qa huggingface dataset:
NH Rev Stat § 293-A:10.09 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:10.09 - Effect of Amendment.

    293-A:10.09 Effect of Amendment. –||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 shareholders of the corporation. An amendment changing a corporation's name does not abate a proceeding brought by or against the corporation in its former name.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:10.20 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:10.20 - Amendment by Board of Directors or Shareholders.

    293-A:10.20 Amendment by Board of Directors or Shareholders. –||(a) A corporation's shareholders may amend or repeal the corporation's bylaws.||(b) A corporation's board of directors may amend or repeal the corporation's bylaws, unless:||(1) the articles of incorporation, RSA 293-A:10.21 or, if applicable, RSA 293-A:10.22 reserve that power exclusively to the shareholders in whole or part; or||(2) except as provided in RSA 293-A:2.06(d), the shareholders in amending, repealing, or adopting a bylaw expressly provide that the board of directors may not amend, repeal, or reinstate that bylaw.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:10.21 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:10.21 - Bylaw Increasing Quorum or Voting Requirement for Directors.

    293-A:10.21 Bylaw Increasing Quorum or Voting Requirement for Directors. –||(a) A bylaw that increases a quorum or voting requirement for the board of directors may be amended or repealed:||(1) if originally adopted by the shareholders, only by the shareholders, unless the bylaw otherwise provides;||(2) if adopted by the board of directors, either by the shareholders or by the board of directors.||(b) 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.||(c) Action by the board of directors under subsection (a) to amend or repeal a bylaw that changes the 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.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:10.22 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:10.22 - Bylaw Provisions Relating to the Election of Directors.

    293-A:10.22 Bylaw Provisions Relating to the Election of Directors. –||(a) Unless the articles of incorporation (i) specifically prohibit the adoption of a bylaw pursuant to this section, (ii) alter the vote specified in RSA 293-A:7.28(a), or (iii) provide for cumulative voting, a public corporation may elect in its bylaws to be governed in the election of directors as follows:||(1) 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;||(2) 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 shall terminate on the date on which an individual is selected by the board of directors to fill the office held by such director, which selection shall be deemed to constitute the filling of a vacancy by the board to which RSA 293-A:8.10 applies; and||(3) 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.||(b) Subsection (a) does not apply to an election of directors by a voting group if (i) at the expiration of the time fixed under a provision requiring advance notification of director candidates, or (ii) absent such a provision, at a time fixed by the board of directors which 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 shall not be considered a candidate for purposes of this subsection if the board of directors determines before the notice of meeting is given that such individual's candidacy does not create a bona fide election contest.||(c) A bylaw electing to be governed by this section may be repealed:||(1) if originally adopted by the shareholders, only by the shareholders, unless the bylaw otherwise provides; or||(2) if adopted by the board of directors, by the board of directors or the shareholders.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:11.01 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:11.01 - Definitions.

    293-A:11.01 Definitions. –||As used in this subdivision:||(a) "Merger" means a business combination pursuant to RSA 293-A:11.02.||(b) "Party to a merger" or "party to a share exchange" means any domestic or foreign corporation or eligible entity that will:||(1) merge under a plan of merger;||(2) acquire shares or eligible interests of another corporation or an eligible entity in a share exchange; or||(3) have all of its shares or eligible interests or all of one or more classes or series of its shares or eligible interests acquired in a share exchange.||(c) "Share exchange" means a business combination pursuant to RSA 293-A:11.03.||(d) "Survivor" in a merger means the corporation or eligible entity into which one or more other corporations or eligible entities are merged. A survivor of a merger may preexist the merger or be created by the merger.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:11.05 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:11.05 - Merger Between Parent and Subsidiary or Between Subsidiaries.

    293-A:11.05 Merger Between Parent and Subsidiary or Between Subsidiaries. –||(a) A domestic parent corporation that owns shares of a domestic or foreign subsidiary corporation that carry at least 90 percent of the voting power of each class and series of the outstanding shares of the subsidiary that have voting power may merge the subsidiary into itself or into another such subsidiary, or merge itself into the subsidiary, without the approval of the board of directors or shareholders of the subsidiary, unless the articles of incorporation of any of the corporations otherwise provide, and unless, in the case of a foreign subsidiary, approval by the subsidiary's board of directors or shareholders is required by the laws under which the subsidiary is organized.||(b) If under subsection (a) approval of a merger by the subsidiary's shareholders is not required, the parent corporation shall, within 10 days after the effective date of the merger, notify each of the subsidiary's shareholders that the merger has become effective.||(c) Except as provided in subsections (a) and (b), a merger between a parent and a subsidiary shall be governed by the provisions of RSA 293-A:11.01 through RSA 293-A:11.08 applicable to mergers generally.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:11.06 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:11.06 - Articles of Merger or Share Exchange.

    293-A:11.06 Articles of Merger or Share Exchange. –||(a) After a plan of merger or share exchange has been adopted and approved as required by this chapter, articles of merger or share exchange shall be signed on behalf of each party to the merger or share exchange in accordance with RSA 293-A:1.20(f). The articles shall set forth:||(1) either:||(i) the plan of merger or share exchange, or||(ii) a statement that the plan of merger or share exchange will be made available to any shareholder entitled to vote on the merger or share exchange upon the request of such shareholder to the president or secretary of the corporation;||(2) the names of the parties to the merger or share exchange;||(3) if the articles of incorporation of the survivor of a merger are amended, the amendments to the survivor's articles of incorporation, or if a new corporation is created as a result of a merger, the articles of incorporation of the new corporation;||(4) if the plan of merger or share exchange required approval by the shareholders of a domestic corporation that was a party to the merger or share exchange, a statement that the plan was duly approved by the shareholders and, if voting by any separate voting group was required, by each such separate voting group, in the manner required by this chapter and the articles of incorporation;||(5) if the plan of merger or share exchange did not require approval by the shareholders of a domestic corporation that was a party to the merger or share exchange, a statement to that effect; and||(6) as to each foreign corporation or eligible entity that was a party to the merger or share exchange, a statement that the participation of the foreign corporation or eligible entity was duly authorized as required by the organic law of the corporation or eligible entity.|||Source. 2013, 142:1. 2015, 273:7, eff. Jan. 1, 2016.|
NH Rev Stat § 293-A:11.08 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:11.08 - Abandonment of a Merger or Share Exchange.

    293-A:11.08 Abandonment of a Merger or Share Exchange. –||(a) Unless otherwise provided in a plan of merger or share exchange or in the laws under which a foreign business corporation or a domestic or foreign eligible entity that is a party to a merger or a share exchange is organized or by which it is governed, after the plan has been adopted and approved as required by this chapter, and at any time before the merger or share exchange has become effective, it may be abandoned by a domestic business corporation that is a party thereto without action by its shareholders in accordance with any procedures set forth in the plan of merger or share exchange or, if no such procedures are set forth in the plan, in the manner determined by the board of directors, subject to any contractual rights of other parties to the merger or share exchange.||(b) If a merger or share exchange is abandoned under subsection (a) after articles of merger or share exchange have been filed with the secretary of state but before the merger or share exchange has become effective, a statement that the merger or share exchange has been abandoned in accordance with this section, signed on behalf of a party to the merger or share exchange by an officer or other duly authorized representative, shall be delivered to the secretary of state for filing prior to the effective date of the merger or share exchange. Upon filing, the statement shall take effect and the merger or share exchange shall be deemed abandoned and shall not become effective.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:12.01 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:12.01 - Disposition of Assets Not Requiring Shareholder Approval.

    293-A:12.01 Disposition of Assets Not Requiring Shareholder Approval. –||(a) No approval of the shareholders of a corporation is required, unless the articles of incorporation otherwise provide, for a corporation, upon the terms and conditions and for the consideration determined by the board of directors:||(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 to the repayment of indebtedness (whether with or without recourse), or otherwise encumber any or all of the corporation's assets, whether or not in the usual and regular course of business;||(3) to transfer any or all of the corporation's assets to one or more 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.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:13.03 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:13.03 - Assertion of Rights by Nominees and Beneficial Owners.

    293-A:13.03 Assertion of Rights by Nominees and Beneficial Owners. –||(a) 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 only if the record shareholder objects with respect to all shares of the class or series owned by the beneficial shareholder and notifies the corporation in writing of the name and address of each beneficial shareholder 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 shall be determined as if the shares as to which the record shareholder objects and the record shareholder's other shares were registered in the names of different record shareholders.||(b) A beneficial shareholder may assert appraisal rights as to shares of any class or series held on behalf of the shareholder only if such shareholder:||(1) submits to the corporation the record shareholder's written consent to the assertion of such rights no later than the date referred to in RSA 293-A:13.22(b)(2)(ii); and||(2) does so with respect to all shares of the class or series that are beneficially owned by the beneficial shareholder.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:13.20 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:13.20 - Notice of Appraisal Rights.

    293-A:13.20 Notice of Appraisal Rights. –||(a) Where any corporate action specified in RSA 293-A:13.02(a) is to be submitted to a vote at a shareholders' meeting, the meeting notice must state that the corporation has concluded that the shareholders are, are not or may be entitled to assert appraisal rights under this subdivision. If the corporation concludes that appraisal rights are or may be available, a copy of this subdivision must accompany the meeting notice sent to those record shareholders entitled to exercise appraisal rights.||(b) In a merger pursuant to RSA 293-A:11.05, the parent corporation must notify in writing all record shareholders of the subsidiary who are entitled to assert appraisal rights that the corporate action became effective. Such notice must be sent within 10 days after the corporate action became effective and include the materials described in RSA 293-A:13.22.||(c) Where any corporate action specified in RSA 293-A:13.02(a) is to be approved by written consent of the shareholders pursuant to RSA 293-A:7.04:||(1) written notice that appraisal rights are, are not or may be available must be sent to each record shareholder from whom a consent is solicited at the time consent of such shareholder is first solicited and, if the corporation has concluded that appraisal rights are or may be available, must be accompanied by a copy of this subdivision; and||(2) written notice that appraisal rights are, are not or may be available must be delivered together with the notice to non-consenting and nonvoting shareholders required by RSA 293-A:7.04(e) and (f), may include the materials described in RSA 293-A:13.22 and, if the corporation has concluded that appraisal rights are or may be available, must be accompanied by a copy of this subdivision.||(d) Where corporate action described in RSA 293-A:13.02(a) is proposed, or a merger pursuant to RSA 293-A:11.05 is effected, the notice referred to in RSA 293-A:13.20(a) or (c), if the corporation concludes that appraisal rights are or may be available, and in RSA 293-A:13.20(b) shall be accompanied by:||(1) the annual financial statements specified in RSA 293-A:16.20(a) of the corporation that issued the shares that may be subject to appraisal, which shall be as of a date ending not more than 16 months before the date of the notice and shall comply with RSA 293-A:16.20(b); provided that, if such annual financial statements are not reasonably available, the corporation shall provide reasonably equivalent financial information; and||(2) the latest available quarterly financial statements of such corporation, if any.||(e) The right to receive the information described in RSA 293-A:13.20(d) may be waived in writing by a shareholder before or after the corporate action.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:13.21 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:13.21 - Notice of Intent to Demand Payment and Consequences of Voting or Consenting.

    293-A:13.21 Notice of Intent to Demand Payment and Consequences of Voting or Consenting. –||(a) If a corporate action specified in RSA 293-A:13.02(a) is submitted to a vote at a shareholders' meeting, a shareholder who wishes to assert appraisal rights with respect to any class or series of shares:||(1) must deliver to the corporation, before the vote is taken, written notice of the shareholder's intent to demand payment if the proposed action is effectuated; and||(2) must not vote, or cause or permit to be voted, any shares of such class or series in favor of the proposed action.||(b) If a corporate action specified in RSA 293-A:13.02(a) is to be approved by less than unanimous written consent, a shareholder who wishes to assert appraisal rights with respect to any class or series of shares must not sign a consent in favor of the proposed action with respect to that class or series of shares.||(c) A shareholder who fails to satisfy the requirements of RSA 293-A:13.21(a) or (b) is not entitled to payment under this subdivision.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:13.22 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:13.22 - Appraisal Notice and Form.

    293-A:13.22 Appraisal Notice and Form. –||(a) If a corporate action requiring appraisal rights under RSA 293-A:13.02(a) becomes effective, the corporation must send a written appraisal notice and the form required by RSA 293-A:13.02(b)(1) to all shareholders who satisfy the requirements of RSA 293-A:13.21(a) or RSA 293-A:13.21(b). In the case of a merger under RSA 293-A:11.05, the parent must deliver an appraisal notice and form to all record shareholders who may be entitled to assert appraisal rights.||(b) The appraisal notice must be delivered no earlier than the date the corporate action specified in RSA 293-A:13.02(a) became effective, and no later than 10 days after such date, and must:||(1) supply a form that (i) specifies the first date of any announcement to shareholders made prior to the date the corporate action became effective of the principal terms of the proposed corporate action, and (ii) if such announcement was made, requires the shareholder asserting appraisal rights to certify whether beneficial ownership of those shares for which appraisal rights are asserted was acquired before that date, and (iii) requires the shareholder asserting appraisal rights to certify that such shareholder did not vote for or consent to the transaction;||(2) state:||(i) where the form must be sent and where certificates for certificated shares must be deposited and the date by which those certificates must be deposited, which date may not be earlier than the date for receiving the required form under RSA 293-A:13.22(b)(2)(ii);||(ii) a date by which the corporation must receive the form, which date may not be fewer than 40 nor more than 60 days after the date the RSA 293-A:13.22(a) appraisal notice is sent, and state that the shareholder shall have waived the right to demand appraisal with respect to the shares unless the form is received by the corporation by such specified date;||(iii) the corporation's estimate of the fair value of the shares;||(iv) that, if requested in writing, the corporation will provide, to the shareholder so requesting, within 10 days after the date specified in RSA 293-A:13.22(b)(2)(ii) the number of shareholders who return the forms by the specified date and the total number of shares owned by them; and||(v) the date by which the notice to withdraw under RSA 293-A:13.23 must be received, which date must be within 20 days after the date specified in RSA 293-A:13.22(b)(2)(ii); and||(3) be accompanied by a copy of this subdivision.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|