reglab/housing_qa huggingface dataset:
Ohio Rev Code § 1729.18 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.18 | Association Members - Meetings.

Effective: September 3, 2004|Latest Legislation:  House Bill 288 - 125th General Assembly|(A) An association shall have two or more members. However, an association may have one member if that member is a cooperative that has two or more members.(B) Each association shall hold an annual meeting of its members. The board may call a special meeting of the members at any time. Any meeting of the members may be held at one time or in a series of meetings at one or more locations.(C) Twenty per cent of the members entitled to vote may file with the board a petition stating the specific business to be brought before the association and demanding a special meeting at any time for consideration of such business. Upon compliance with this division, the meeting shall be called by the board.(D) Notice of every meeting, together with a statement of the purpose of the meeting, shall be sent to each member who is entitled to vote at the meeting and any affected stockholder at the member's or stockholder's current address, as shown in the records of the association, at least ten days prior to the meeting, in accordance with section 1729.20 of the Revised Code. The bylaws may provide that the notice be given by publication in a newspaper or newspapers of general circulation in the trade area of the association if notice to individual members and affected shareholders is impracticable.
Ohio Rev Code § 1729.19 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.19 | Action Authorized or Taken Without Meeting.

Effective: September 3, 2004|Latest Legislation:  House Bill 288 - 125th General Assembly|(A) Unless prohibited in an association's articles of incorporation or bylaws, any action that may be authorized or taken at a meeting of the members, affected stockholders, the board, or any committee of the board, may be authorized or taken without a meeting, with the affirmative vote or approval of the following:(1) In the case of members or affected stockholders, sixty per cent of the votes of the members or affected stockholders who would be entitled to vote on the action at a meeting for such purpose;(2) In the case of the board of directors or a committee of the board, all of the directors on the board or all of the committee members on the committee in a writing or writings signed by each of the directors or committee members.(B) A record of action described in division (A) of this section without a meeting shall be included in the records of the association in the same manner as minutes of meetings of the association's members, affected stockholders, board, or committee of the board.(C) Any certificate with respect to the authorization or taking of any action without a meeting that is required to be filed in the office of the secretary of state shall state that the authorization or taking of such action was approved and signed as provided in this section.
Ohio Rev Code § 1729.20 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.20 | Methods of Giving Notice - Signed Waiver.

Effective: August 5, 1998|Latest Legislation:  House Bill 600 - 122nd General Assembly|(A) Whenever notice is required by this chapter to be given to any person, the notice may be given personally, by mail, or by electronic or telephonic transmittal. If mailed, the notice is given when it is deposited in the United States mail, with postage prepaid, addressed to the person at the person's address as it appears on the records of the association. If notice is sent by electronic or telephonic transmittal, notice is given when an electronic or telephonic confirmation of delivery is received by the association.(B) A signed waiver is equivalent to personal notice to the person signing. The waiver may be signed at any time.
Ohio Rev Code § 1729.22 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.22 | Board of Directors.

Effective: September 3, 2004|Latest Legislation:  House Bill 288 - 125th General Assembly|(A) Except where this chapter or an association's articles of incorporation or bylaws require that action be otherwise authorized or taken, all of the authority of an association shall be exercised by or under the direction of the board. The board shall consist of not less than five directors, elected by and from the members, unless the number of members is less than five, in which case, the number of directors may equal the number of members.(B) The bylaws may provide that the membership of an association be divided into districts or other groupings and that the directors shall be elected according to such districts or groupings. In that case, the bylaws shall specify the number of directors to be elected and the manner of reapportioning or redistricting the membership.(C) The bylaws may provide that one or more directors may be appointed by the other directors. The appointed directors need not be members of the association, but shall have the same powers, rights, and responsibilities as other directors. The appointed directors shall not number more than one-fifth of the entire number of directors.(D) The bylaws may provide for an executive committee and may allot to the executive committee any of the functions and powers of the board, subject to the general direction and control of the board.(E) The association may provide a fair remuneration for the time actually spent by its officers and directors in its service, and for the services of the members of its executive committee.(F) Unless the bylaws provide otherwise, when a vacancy on the board occurs other than by expiration of term, the remaining directors on the board, by a majority vote, shall elect a director to fill the vacancy. If the bylaws provide for an election of directors by the members in a district or other grouping, the board may call a special meeting of the members in that district or group to fill the vacancy.
Ohio Rev Code § 1729.24 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.24 | Effect of Self-Dealing.

Effective: August 5, 1998|Latest Legislation:  House Bill 600 - 122nd General Assembly|(A) Unless otherwise provided in an association's articles of incorporation or bylaws:(1) No contract or transaction between an association and one or more of its directors or officers, or between the association and any other person in which one or more of the association's directors or officers, are directors or officers, or have a financial or personal interest, shall be void or voidable solely for this reason, or solely because the director or officer is present at or participates in the meeting of the board or committee that authorizes the contract or transaction, or solely because the director's or officer's votes are counted for such purpose, if any of the following applies:(a) The material facts as to the relationship or interest and as to the contract or transaction are disclosed or are known to the board or the committee, and the board or committee, in good faith authorizes the contract or transaction by the affirmative vote of a majority of the disinterested directors, even though the disinterested directors constitute less than a quorum of the board or the committee;(b) The material facts as to the relationship or interest and as to the contract or transaction are disclosed or are known to the members entitled to vote on the contract or transaction, and the contract or transaction is specifically approved at a meeting of the members;(c) The contract or transaction is fair as to the association at the time it is authorized or approved by the board, or a committee of the board, or the members.(2) Common or interested directors may be counted in determining the presence of a quorum at a meeting of the board, or of a committee that authorizes the contract or transaction.(B) Divisions (A)(1) and (2) of this section do not limit or otherwise affect the liability of directors under section 1729.25 of the Revised Code.(C) For purposes of division (A) of this section, a director is not an interested director solely because the subject of a contract or transaction may involve or effect a change in control of the association or continuation in office as a director of the association.
Ohio Rev Code § 1729.26 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.26 | Officers.

Effective: September 3, 2004|Latest Legislation:  House Bill 288 - 125th General Assembly|(A) The officers of an association shall consist of a president, a secretary, a treasurer, and, if desired, a chairperson and one or more vice chairpersons of the board, one or more vice-presidents, and other officers and assistant officers as necessary. The officers shall be elected by the board. The chairperson and any vice chairperson of the board shall be a director. Unless the association's articles of incorporation or bylaws provide otherwise, none of the other officers need be a director. Any two or more offices may be held by the same person, but no officer shall execute, acknowledge, or verify any instrument in more than one capacity if the instrument is required by law or by the articles or bylaws to be executed, acknowledged, or verified by two or more officers. Unless the articles or the bylaws provide otherwise, all officers shall be elected annually.(B) All officers have the authority to perform, and shall perform, the duties as the bylaws provide, or as the board may determine in accordance with the bylaws.
Ohio Rev Code § 1729.27 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.27 | Surety Bonds.

Effective: August 5, 1998|Latest Legislation:  House Bill 600 - 122nd General Assembly|If required by the association's bylaws, every officer, employee, and agent handling funds, negotiable instruments, or other property of or for an association shall execute and deliver adequate bonds for the faithful performance of the officer's, employee's, or agent's duties and obligations.
Ohio Rev Code § 1729.28 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.28 | Removal of Officers or Directors - Procedure.

Effective: September 3, 2004|Latest Legislation:  House Bill 288 - 125th General Assembly|(A) Any member of an association may bring charges against an officer or director of the association by filing them in writing with the secretary of the association, together with a petition, signed by twenty per cent of the members, requesting the removal of the officer or director in question. The removal shall be voted upon at the next regular or special meeting of the members of the association and, by a vote of a majority of the members, the association may remove the officer or director and fill the vacancy. The director or officer against whom such charges are brought shall be informed in writing of the charges previous to the meeting and shall have an opportunity at the meeting to be heard in person or by counsel and to present witnesses, and the persons bringing the charges against the director or officer shall have the same opportunity.(B) If the bylaws provide for election of directors by the members in a district or other grouping, then the petition for removal of a director must be signed by twenty per cent of the members residing in the district or belonging to the group from which the director was elected. The board shall then call a special meeting of the members residing in that district or belonging to the group to consider and vote upon the removal of the director; and at such meeting, by a vote of the majority of the members of that district or belonging to the group, the director in question shall be removed from office.
Ohio Rev Code § 1729.29 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.29 | Books and Records - Examination by Member or Stockholder.

Effective: August 5, 1998|Latest Legislation:  House Bill 600 - 122nd General Assembly|(A) An association shall keep correct and complete books and records of account, and shall also keep minutes of the proceedings of meetings of its members, board, and delegates. The association shall keep at its principal office records of the names and addresses of all members and stockholders with the amount of ownership interests and stock held by each.(B) At any reasonable time, any member, upon written notice that states a proper purpose for an examination of books and records and that is delivered or sent to the association at least one week in advance, may examine those books and records pertinent to the purpose in the notice. The board may deny a request of a member to examine the books and records if the purpose is not proper because the purpose is not directly related to the person's interest as a member and is contrary to the best interests of the association.(C) At any reasonable time, a stockholder who is not a member, upon written notice that states a proper purpose for an examination of books and records and that is delivered or sent to the association at least one week in advance, may examine those books and records that are pertinent to the purpose in the notice. The board may deny a request of a stockholder to examine the books and records if the purpose is not proper because the purpose is not directly related to the person's interest as a stockholder and is contrary to the best interest of the association.
Ohio Rev Code § 1729.36 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.36 | Association May Merge or Consolidate With One or More Entities.

Effective: April 12, 2021|Latest Legislation:  Senate Bill 276 - 133rd General Assembly|(A) An association may merge or consolidate with one or more entities, if such merger or consolidation is permitted by the laws under which each constituent entity exists and the association complies with this section. (B) Each constituent association shall comply with section 1729.35 of the Revised Code with respect to form and approval of an agreement of merger or consolidation, and each constituent entity shall comply with the applicable provisions of the laws under which it exists, except that the agreement of merger or consolidation, by whatever name designated, shall comply with divisions (C) and (D) of this section. (C) The agreement of merger or consolidation shall set forth all of the following: (1) The names of the states and the laws under which each constituent entity exists; (2) All statements and matters required to be set forth in agreements of merger or consolidation by the laws under which any constituent entity exists; (3) A statement that the surviving or new entity is to be an association, a foreign association, a corporation other than a cooperative, or a limited liability company; (4) If the surviving or new entity is to be a foreign entity: (a) The place where the principal office of the surviving or new entity is to be located in the state in which the surviving or new entity is to exist; (b) The consent by the surviving or new entity that it may be sued and served with process in this state in any proceeding for the enforcement of any obligation of any constituent association or domestic entity; (c) The consent by the surviving or new entity that it shall be subject to the applicable provisions of Chapter 1703. of the Revised Code, if it is a foreign corporation or foreign association, or to sections 1705.53 to 1705.58 or 1706.51 to 1706.515 of the Revised Code, if it is a foreign limited liability company; (d) If it is desired that the surviving or new entity exercise its corporate privileges in this state as a foreign entity. (D) The agreement also may set forth other provisions permitted by the laws of any state in which any constituent entity exists. (E) If the surviving or new entity is an association, the merger or consolidation shall take effect in accordance with sections 1729.37 and 1729.38 of the Revised Code. (F) If the surviving or new entity is an entity other than an association, the merger or consolidation shall take effect in accordance with the applicable provisions of the laws under which it exists. Last updated September 9, 2021 at 11:47 AM
Ohio Rev Code § 1729.37 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.37 | Effective Date of Merger or Consolidation.

Effective: August 5, 1998|Latest Legislation:  House Bill 600 - 122nd General Assembly|(A) Unless a later date is specified in the agreement, a merger or consolidation under sections 1729.35 and 1729.36 of the Revised Code is effective when the certificate of merger or consolidation is filed in accordance with section 1729.38 of the Revised Code. If, after filing the certificate but before the merger or consolidation is effective, the merger or consolidation is amended or abandoned, as provided in divisions (E) and (F) of section 1729.35 of the Revised Code, an authorized officer of each constituent association shall sign a certificate of amendment or abandonment stating that the agreement of merger or consolidation has been amended or abandoned and the date of such action, and shall file the certificate in the same manner as the certificate of merger or consolidation. Any certificate of amendment or abandonment shall be filed prior to the date the merger or consolidation would otherwise be effective.(B) In the case of a merger, the surviving association or entity is the one designated in the agreement. In the case of a consolidation, the new association or entity is the one designated in the agreement. The separate existence of all constituent associations or entities in the agreement, except the surviving or new association or entity, ceases upon the effective date of the merger or consolidation.(C) The surviving or new association or entity possesses all the rights and all the property of each constituent association or entity, and is responsible for all their obligations. Title to any property is vested in the surviving or new association or entity with no reversion or impairment of the property caused by the merger or consolidation. A merger or consolidation shall not be considered an assignment. No right of any creditor shall be impaired by the merger or consolidation without the creditor's consent.(D) If the surviving organization is an association, the articles of incorporation are amended to the extent provided in the agreement of merger.
Ohio Rev Code § 1729.38 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.38 | Certificate of Merger or Consolidation Filing and Recording.

Effective: April 12, 2021|Latest Legislation:  Senate Bill 276 - 133rd General Assembly|(A)(1) Upon adoption of an agreement of merger or consolidation under section 1729.35 or 1729.36 of the Revised Code, a certificate, signed by any authorized officer or representative of each constituent association or entity, shall be filed with the secretary of state on a form prescribed by the secretary of state that sets forth the following: (a) The name and form of each constituent association or entity and the state law under which each constituent entity exists; (b) A statement that each constituent association or entity has adopted the agreement of merger or consolidation, the manner of adoption, and that the agreement was adopted in compliance with the laws applicable to each constituent association or entity; (c) The effective date of the merger or consolidation, which date may be on or after the date of filing of the certificate; (d) In the case of a merger, a statement that one or more specified constituent associations or entities will be merged into a specified surviving association or entity or, in the case of a consolidation, a statement that the constituent associations or entities will be consolidated into a new association or entity; (e) The name and address of the statutory agent upon whom any process, notice, or demand against any constituent association or entity, or the surviving or new association or entity, may be served. (2) In the case of a merger into an association or domestic entity, any amendments to the articles of incorporation or the articles of organization of the surviving association or entity shall be filed with the certificate. (3) In the case of a consolidation to form a new domestic association or entity, the articles of incorporation or the articles of organization of the new association or entity shall be filed with the certificate. (4) If the surviving or new entity is a foreign entity that desires to transact business in this state as a foreign entity, the certificate shall be accompanied by the information required for qualification of a foreign entity in this state by Chapter 1703. of the Revised Code, in the case of a foreign corporation or foreign cooperative, or by sections 1705.53 and 1705.54 or 1706.511 of the Revised Code, in the case of a foreign limited liability company. (B) A copy of the certificate of merger or consolidation, certified by the secretary of state, may be filed for record in the office of the county recorder of any county in this state. For such recording, the county recorder shall charge and collect the same fee as in the case of deeds. The certified copy of the certificate of merger or consolidation shall be recorded in the official records of the county recorder. (C) For purposes of this section, "domestic entity" means a corporation other than an association or a limited liability company organized under the laws of this state. Last updated September 10, 2021 at 8:56 AM
Ohio Rev Code § 1729.42 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.42 | Conversions.

Effective: September 3, 2004|Latest Legislation:  House Bill 288 - 125th General Assembly|(A) A domestic corporation that is not an association may convert itself into an association by adopting an amendment to its articles of incorporation in which it elects to become subject to this chapter, together with any changes in its articles of incorporation and bylaws required by this chapter, and any other desirable changes permitted by this chapter. The amendment shall be adopted, filed, and recorded in the manner provided by the law under which the corporation exists.(B) An association may convert itself to a domestic corporation that is not an association by adopting an amendment to its articles of incorporation in which it elects to become subject to any other chapter of Title XVII of the Revised Code, if so permitted by such chapter, together with any changes in its articles of incorporation and bylaws required by such chapter and any other desirable changes permitted by such chapter. The amendment shall be adopted, filed, and recorded under this chapter in the same manner as an amendment of the articles of incorporation under sections 1729.08 and 1729.09 of the Revised Code.
Ohio Rev Code § 1729.44 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1729 | Ohio Cooperative Law|Section 1729.44 | Setting Aside Reorganizations.

Effective: August 5, 1998|Latest Legislation:  House Bill 600 - 122nd General Assembly|An action to set aside a merger, consolidation, division, or conversion of an association, on the ground that any section of the Revised Code has not been complied with, shall be brought within ninety days after the effective date of the merger, consolidation, division, or conversion, or such action shall be forever barred.