reglab/housing_qa huggingface dataset:
MO Rev Stat § 355.136 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.136 - Emergency powers.

Effective - 01 Jul 1995   355.136. Emergency powers. — 1. In anticipation of or during an emergency as defined in subsection 4 of this section, the board of directors of a corporation may modify lines of succession to accommodate the incapacity of any director, officer, employee or agent and relocate the principal office, designate alternative principal offices or regional offices, or authorize the officers to do so.  2. During an emergency as defined in subsection 4 of this section, unless emergency bylaws provide otherwise:  (1) Notice of a meeting of the board of directors need be given only to those directors whom it is practicable to reach and may be given in any practicable manner, including by publication and radio; and  (2) One or more officers of the corporation present at a meeting of the board of directors may be deemed to be directors for the meeting, in order of rank and within the same rank in order of seniority, as necessary to achieve a quorum.  3. Corporate action taken in good faith during an emergency under this section to further the ordinary affairs of the corporation binds the corporation.  4. An emergency exists for purposes of this section if a quorum of the corporation's directors cannot readily be assembled because of some catastrophic event. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.141 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.141 - Power to act — challenge.

Effective - 01 Jul 1995   355.141. Power to act — challenge. — 1. Except as provided in subsection 2 of this section, the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.  2. A corporation's power to act may be challenged in a proceeding against the corporation to enjoin an act where a third party has not acquired rights. The proceeding may be brought by the attorney general, a director, or by a member or members in a derivative proceeding.  3. A corporation's power to act may be challenged in a proceeding against an incumbent or former director, officer, employee or agent of the corporation. The proceeding may be brought by a director, or by the corporation directly, derivatively, or through a receiver, a trustee or other legal representative, or in the case of a public benefit corporation, by the attorney general. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.146 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.146 - Corporate name requirements.

Effective - 28 Aug 2004   355.146. Corporate name requirements. — 1. A corporate name may not contain language stating or implying that the corporation is organized for a purpose other than that permitted by section 355.126 and its articles of incorporation.  2. Except as authorized by subsection 3 of this section, a corporate name must be distinguishable upon the records of the secretary of state from any domestic or foreign corporation, limited partnership, limited liability partnership, limited liability limited partnership, or limited liability company existing under any law of this state or any foreign corporation authorized to transact business in this state, or any business entity organized, reserved, or registered under the laws of this state or a name the exclusive right to which is, at the time, reserved.  3. A corporation may use the name, including the fictitious name, of another domestic or foreign business or nonprofit corporation that is used in this state if the other corporation is incorporated or authorized to do business in this state and the proposed user corporation:  (1) Has merged with the other corporation;  (2) Has been formed by reorganization of the other corporation; or  (3) Has acquired all or substantially all of the assets, including the corporate name, of the other corporation.  4. This chapter does not control the use of fictitious names. ­­-------- (L. 1994 H.B. 1095, A.L. 2004 H.B. 1664)
MO Rev Stat § 355.151 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.151 - Reservation of name.

Effective - 28 Aug 2009   355.151. Reservation of name. — 1. A person may reserve the exclusive use of a corporate name, including a fictitious name for a foreign corporation whose corporate name is not available, by delivering an application to the secretary of state for filing. Upon finding that the corporate name applied for is available, the secretary of state shall reserve the name for the applicant's exclusive use for a sixty-day period. A name reservation shall not exceed a period of one hundred eighty days from the date of the first name reservation application. Upon the hundred eighty-first day, the name shall cease reserve status and shall not be placed back in reserve status.  2. The owner of a reserved corporate name may transfer the reservation to another person by delivering to the secretary of state a signed notice of the transfer that states the name and address of the transferee. ­­-------- (L. 1994 H.B. 1095, A.L. 2009 H.B. 481 merged with S.B. 294)
MO Rev Stat § 355.161 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.161 - Registered office and agent.

Effective - 01 Jul 1995   355.161. Registered office and agent. — Each corporation must continuously maintain in this state:  (1) A registered office with the same address as that of the registered agent; and  (2) A registered agent, who may be:  (a) An individual who resides in this state and whose office is identical with the registered office;  (b) A domestic business or nonprofit corporation whose office is identical with the registered office; or  (c) A foreign business or nonprofit corporation authorized to transact business in this state whose office is identical with the registered office. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.166 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.166 - Change of registered office or agent.

Effective - 01 Jul 1995   355.166. Change of registered office or agent. — 1. A corporation may change its registered office or registered agent by delivering to the secretary of state for filing a statement of change that sets forth:  (1) The name of the corporation;  (2) The street address of its current registered office;  (3) If the current registered office is to be changed, the street address of the new registered office;  (4) The name of its current registered agent;  (5) If the current registered agent is to be changed, the name of the new registered agent and the new agent's written consent, either on the statement or attached to it, to the appointment; and  (6) That after the change or changes are made, the street addresses of its registered office and the office of its registered agent will be identical.  2. If the street address of a registered agent's office is changed, the registered agent may change the street address of the registered office of any corporation for which the registered agent is the registered agent by notifying the corporation in writing of the change and by signing, either manually or in facsimile, and delivering to the secretary of state for filing a statement that complies with the requirements of subsection 1 of this section and recites that the corporation has been notified of the change. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.171 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.171 - Resignation of registered agent.

Effective - 01 Jul 1995   355.171. Resignation of registered agent. — Any registered agent of a corporation may resign as such agent upon filing a written notice of the resignation, executed in duplicate, with the secretary of state, who shall immediately mail a copy to any officer of the corporation at his address as last known to the secretary of state, other than such registered office. Such resignation shall become effective upon the expiration of thirty days after receipt of such notice by the secretary of state. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.176 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.176 - Service.

Effective - 28 Aug 2009   355.176. Service. — 1. A corporation's registered agent is the corporation's agent for service of process, notice, or demand required or permitted by law to be served on the corporation.  2. If a corporation has no registered agent, or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office shown in the most recent corporate registration report filed under section 355.856. Service is perfected under this subsection on the earliest of:  (1) The date the corporation receives the mail;  (2) The date shown on the return receipt, if signed on behalf of the corporation; or  (3) Five days after its deposit in the United States mail, if mailed and correctly addressed with first class postage affixed.  3. This section does not prescribe the only means, or necessarily the required means, of serving a corporation. ­­-------- (L. 1994 H.B. 1095, A.L. 1996 S.B. 768, A.L. 2005 H.B. 393, A.L. 2009 H.B. 481)  CROSS REFERENCE:  Applicability of statute changes to cases filed after August 28, 2005, 538.305
MO Rev Stat § 355.181 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.181 - Members.

Effective - 01 Jul 1995   355.181. Members. — 1. The articles or bylaws may establish criteria or procedures for admission of members. No person shall be admitted as a member without his or her consent.  2. A corporation is not required to have members.  3. Except as provided in its articles or bylaws, a corporation may admit members for no consideration or for such consideration as is determined by the board. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.186 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.186 - Member's rights, obligations.

Effective - 01 Jul 1995   355.186. Member's rights, obligations. — All members shall have the same rights and obligations with respect to voting, dissolution, redemption and transfer, unless the articles or bylaws establish classes of membership with different rights and obligations with respect to any other matters, except as set forth in or authorized by the articles or bylaws. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.191 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.191 - Membership transfer restricted, when.

Effective - 01 Jul 1995   355.191. Membership transfer restricted, when. — 1. Except as set forth in or authorized by the articles or bylaws, no member of a mutual benefit corporation may transfer a membership or any right arising therefrom.  2. No member of a public benefit corporation may transfer a membership or any right arising therefrom.  3. Where transfer rights have been provided, no restriction on them shall be binding with respect to a member holding a membership issued prior to the adoption of the restriction unless the restriction is approved by the members and the affected member. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.196 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.196 - Merger of domestic corporation.

Effective - 01 Dec 1993   355.196. Merger of domestic corporation. — A domestic corporation, subject to the provisions of this chapter, may merge or consolidate with one or more domestic or foreign limited partnerships, general partnerships, limited liability companies, trusts, business trusts, corporations, real estate investment trusts and other associations or business entities at least one of which is not a corporation, as provided in sections 347.700 to 347.735. ­­-------- (L. 1993 S.B. 66 & 20)  Effective 12-01-93
MO Rev Stat § 355.197 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.197 - Member's liabilities.

Effective - 24 Jun 1997   355.197. Member's liabilities. — 1. A member of a corporation is not, as such, personally liable for the acts, debts, liabilities, or obligations of the corporation.  2. A member may become liable to the corporation for dues, assessments or fees; but an article or bylaw provision or a resolution adopted by the board authorizing or imposing dues, assessments or fees does not, of itself, create liability.  3. This section shall not affect the ability of corporations to make members personally liable for liens, covenants, assessments or other charges incurred by members if the same are imposed pursuant to actions of trustees or board of directors pursuant to a validly recorded trust indenture or other recorded instrument, as they apply to real property. ­­-------- (L. 1994 H.B. 1095, A.L. 1997 H.B. 655 merged with S.B. 170)  Effective 6-24-97 (H.B. 655); 5-20-97 (S.B. 170)
MO Rev Stat § 355.201 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.201 - Creditor action against member.

Effective - 01 Jul 1995   355.201. Creditor action against member. — 1. No proceeding may be brought by a creditor to reach the liability, if any, of a member to the corporation unless final judgment has been rendered in favor of the creditor against the corporation and execution has been returned unsatisfied in whole or in part, or unless such proceeding would be useless.  2. All creditors of the corporation, with or without reducing their claims to judgment, may intervene in any creditor's proceeding brought under subsection 1 of this section to reach and apply unpaid amounts due the corporation. Any or all members who owe amounts to the corporation may be joined in such proceeding. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.206 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.206 - Resignation of member.

Effective - 01 Jul 1995   355.206. Resignation of member. — A member may resign at any time. The resignation of a member does not relieve the member from any obligations the member may have to the corporation as a result of obligations incurred or commitments made prior to resignation. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.211 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.211 - Expulsion, suspension, termination of member — procedure.

Effective - 24 Jun 1997   355.211. Expulsion, suspension, termination of member — procedure. — 1. No member of a public benefit corporation other than a church or convention or association of churches or mutual benefit corporation may be expelled or suspended, and no membership or memberships in such corporations may be terminated or suspended except pursuant to a procedure which is fair and reasonable and is carried out in good faith. In no event shall suspension of a member's right to use amenities, recreational facilities or such other facilities as that member may be entitled to, be considered to be a suspension by any such corporation of such member.  2. A procedure is fair and reasonable when either:  (1) The articles or bylaws set forth a procedure which provides:  (a) Not less than fifteen days' prior written notice of the expulsion, suspension or termination and the reasons therefor; and  (b) An opportunity for the member to be heard, orally or in writing, not less than five days before the effective date of the expulsion, suspension or termination by a person or persons authorized to decide that the proposed expulsion, termination or suspension not take place; or  (2) It is fair and reasonable taking into consideration all of the relevant facts and circumstances.  3. Any written notice given by mail must be given by first class or certified mail sent to the last address of the member shown on the corporation's records.  4. Any proceeding challenging an expulsion, suspension or termination, including a proceeding in which defective notice is alleged, must be commenced within one year after the effective date of expulsion, suspension or termination. ­­-------- (L. 1994 H.B. 1095, A.L. 1997 H.B. 655 merged with S.B. 170)  Effective 6-24-97 (H.B. 655); 5-20-97 (S.B. 107)
MO Rev Stat § 355.216 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.216 - Purchase of membership, restrictions.

Effective - 01 Jul 1995   355.216. Purchase of membership, restrictions. — 1. A public benefit corporation may not purchase any of its memberships or any right arising therefrom.  2. A mutual benefit corporation may purchase the membership of a member who resigns or whose membership is terminated for the amount and pursuant to the conditions set forth in or authorized by its articles or bylaws. No payment shall be made in violation of section 355.661. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.221 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.221 - Derivative suit — proceeding brought in the right of corporation.

Effective - 24 Jun 1997   355.221. Derivative suit — proceeding brought in the right of corporation. — 1. A proceeding may be brought in the right of a domestic or foreign corporation to procure a judgment in its favor by any member or members having ten percent or more of the voting power or by fifty members, whichever is less, or by any director.  2. In any such proceeding, each complainant shall be a member or director at the time of bringing the proceeding.  3. A complaint in a proceeding brought in the right of a corporation must be verified and allege with particularity the demand made, if any, to obtain action by the directors and either why the complainants could not obtain the action or why they did not make the demand. If a demand for action was made and the corporation's investigation of the demand is in progress when the proceeding is filed, the court may stay the suit until the investigation is completed.  4. On termination of the proceeding the court may require the complainants to pay any defendant's reasonable expenses, including counsel fees, incurred in defending the suit if it finds that the proceeding was commenced frivolously or in bad faith.  5. If the proceeding on behalf of the corporation results in the corporation taking some action requested by the complainants or otherwise was successful, in whole or in part, or if anything was received by the complainants as the result of a judgment, compromise or settlement of an action or claim, the court may award the complainants reasonable expenses, including counsel fees.  6. The complainants shall notify the attorney general within ten days after commencing any proceeding pursuant to this section if the proceeding involves a public benefit corporation other than a church or convention or association of churches or assets held in charitable trust by a mutual benefit corporation. ­­-------- (L. 1994 H.B. 1095, A.L. 1997 H.B. 655 merged with S.B. 170)  Effective 6-24-97 (H.B. 655); 5-20-97 (S.B. 170)
MO Rev Stat § 355.226 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.226 - Delegates.

Effective - 01 Jul 1995   355.226. Delegates. — 1. A corporation may provide in its articles or bylaws for delegates having some or all of the authority of members.  2. The articles or bylaws may set forth provisions relating to:  (1) The characteristics, qualifications, rights, limitations and obligations of delegates including their selection and removal;  (2) Calling, noticing, holding and conducting meetings of delegates; and  (3) Carrying on corporate activities during and between meetings of delegates. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.229 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.229 - Applicability of law.

Effective - 01 Jul 1995   355.229. Applicability of law. — The provisions of sections 355.231 to 355.306 shall be applicable to all corporations which have two or more members who are natural persons and, to the extent provided in the bylaws of the corporation, shall be applicable to all other corporations which have one or more members. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95
MO Rev Stat § 355.231 (2021)
2021 Missouri Revised Statutes|Title XXIII - Corporations, Associations and Partnerships|Chapter 355 - Nonprofit Corporation Law|Section 355.231 - Annual, regular meetings.

Effective - 01 Jul 1995   355.231. Annual, regular meetings. — 1. A corporation with members shall hold a membership meeting annually at a time stated in or fixed in accordance with the bylaws.  2. A corporation with members may hold regular membership meetings at the times stated in or fixed in accordance with the bylaws.  3. Annual and regular membership meetings may be held in or out of this state at the place stated in or fixed in accordance with the bylaws. If no place is stated in or fixed in accordance with the bylaws, annual and regular meetings shall be held at the corporation's principal office, or at such other location as may be specified by the board of directors.  4. At the annual meeting:  (1) The president and chief financial officer shall report on the activities and financial condition of the corporation; and  (2) The members shall consider and act upon such other matters as may be raised consistent with the notice requirements of section 355.251 and subsection 2 of section 355.286.  5. At regular meetings the members shall consider and act upon such matters as may be raised consistent with the notice requirements of section 355.251 and subsection 2 of section 355.286.  6. The failure to hold an annual or regular meeting at a time stated in or fixed in accordance with a corporation's bylaws does not affect the validity of any corporate action. ­­-------- (L. 1994 H.B. 1095)  Effective 7-01-95