reglab/housing_qa huggingface dataset:
NM Stat § 53-18-3 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-3 - Issuance of certificate of good standing and compliance.

The commission [secretary of state] may issue a certificate of good standing and compliance if the corporation requesting the certificate has paid all fees due at the time of the request. History: 1953 Comp., § 51-31-2.1, enacted by Laws 1977, ch. 103, § 19; 1983, ch. 304, § 70. ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law. Laws 2013, ch. 75, § 9 provided that as of July 1, 2013, the secretary of state, pursuant to N.M. const., Art. 11, § 19, shall assume responsibility for chartering corporations as provided by law, including the performance of the functions of the former corporations bureau of the public regulation commission, and that except for Subsection D of 53-5-8 NMSA 1978, references to the "public regulation commission", "state corporation commission" or "commission" shall be construed to be references to the secretary of state. See 8-4-7 NMSA 1978. The 1983 amendment, effective June 17, 1983, deleted "franchise taxes and" preceding "fees".
NM Stat § 53-18-4 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-4 - Certificates and certified copies to be received in evidence.

All certificates issued by the commission [secretary of state] in accordance with the provisions of the Business Corporation Act, and all copies of documents filed in its office in accordance with the provisions of the Business Corporation Act, when certified by it, shall be taken and received in all courts, public offices and official bodies as prima facie evidence of the facts therein stated, and may be filed and recorded with the respective county clerks. A certificate by the commission [secretary of state] under its seal, as to the existence or nonexistence of the facts relating to corporations shall be taken and received in all courts, public offices and official bodies as prima facie evidence of the existence or nonexistence of the facts therein stated. History: 1953 Comp., § 51-31-3, enacted by Laws 1967, ch. 81, § 124. ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law. Laws 2013, ch. 75, § 9 provided that as of July 1, 2013, the secretary of state, pursuant to N.M. const., Art. 11, § 19, shall assume responsibility for chartering corporations as provided by law, including the performance of the functions of the former corporations bureau of the public regulation commission, and that except for Subsection D of 53-5-8 NMSA 1978, references to the "public regulation commission", "state corporation commission" or "commission" shall be construed to be references to the secretary of state. See 8-4-7 NMSA 1978.
NM Stat § 53-18-5 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-5 - Forms to be furnished by commission [secretary of state].

Forms for all documents to be filed in the office of the commission [secretary of state] may be furnished by the commission [secretary of state] on request therefor, but the use thereof unless otherwise specifically prescribed by law, is not mandatory. History: 1953 Comp., § 51-31-4, enacted by Laws 1967, ch. 81, § 125. ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law. Laws 2013, ch. 75, § 9 provided that as of July 1, 2013, the secretary of state, pursuant to N.M. const., Art. 11, § 19, shall assume responsibility for chartering corporations as provided by law, including the performance of the functions of the former corporations bureau of the public regulation commission, and that except for Subsection D of 53-5-8 NMSA 1978, references to the "public regulation commission", "state corporation commission" or "commission" shall be construed to be references to the secretary of state. See 8-4-7 NMSA 1978. Compiler's notes. — This section is derived from Section 142 of the ABA Model Business Corporation Act.
NM Stat § 53-18-6 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-6 - Greater voting requirements.

Whenever a section of the Business Corporation Act specifies the vote of the holders of a certain proportion of the shares, or of any class or series thereof, for the taking of any action by the shareholders of a corporation, the articles of incorporation may require a greater proportion. An amendment to the articles of incorporation which adds, changes or deletes a provision for a greater proportion must be adopted by the same vote as would be required to take action under the provision to be adopted or then in effect, whichever is greater. History: 1978 Comp., § 53-18-6, enacted by Laws 1983, ch. 304, § 71. ANNOTATIONSRepeals and reenactments. — Laws 1983, ch. 304, § 71, repealed former 53-18-6 NMSA 1978, relating to greater voting requirements, and enacted the above section. Compiler's notes. — This section is derived from Section 143 of the ABA Model Business Corporation Act. Law reviews. — For article, "1983 Amendments to the New Mexico Business Corporation Act and Related Statutes," see 14 N.M.L. Rev. 371 (1984). Am. Jur. 2d, A.L.R. and C.J.S. references. — Validity, construction, and effect of provision in charter or bylaw requiring supermajority vote, 80 A.L.R.4th 667.
NM Stat § 53-18-6.1 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-6.1 - Voting requirements; existing corporations.

A. The provisions of the 1983 amendments to the Business Corporation Act lowering voting requirements from a two-thirds majority to a simple majority shall not apply to a corporation that was in existence on June 17, 1983, until the corporation, by amendment to its articles of incorporation, chooses to become subject to those provisions, except as provided in Subsection B of this section. B. Corporations in existence on June 17, 1983 that, as of July 1, 2001, are listed on a national securities exchange, or whose shares are publicly traded on an over-the-counter basis and have more than four hundred fifty shareholders of record, shall be subject to the lower voting requirements established by the 1983 amendments to the Business Corporation Act upon adoption of a bylaws provision by the board of directors making the corporation subject to the lower voting requirements. The bylaws provision adopted pursuant to this subsection may be rescinded only by submission to the shareholders of a proposal to amend the articles of incorporation to establish a greater voting requirement in accordance with the provisions of Section 53-18-6 NMSA 1978, which proposal may be made by any shareholder of record. History: 1978 Comp., § 53-18-6.1, enacted by Laws 1983, ch. 304, § 72; 2001, ch. 200, § 73. ANNOTATIONSCompiler's notes. — The phrase "the 1983 amendments to the Business Corporation Act lowering voting requirements" refers to those sections of the Business Corporation Act, 53-11-1 to 53-18-12 NMSA 1978, amended by Laws 1983, Chapter 304, i.e., 53-13-2, 53-14-3, 53-15-2, 53-16-3 and 53-16-8 NMSA 1978. The 2001 amendment, effective July 1, 2001, inserted the Subsection A designation and added Subsection B; in Subsection A, substituted "June 17, 1983" for "the effective date of this section" and inserted "except as provided in Subsection B of this section". Law reviews. — For article, "1983 Amendments to the New Mexico Business Corporation Act and Related Statutes," see 14 N.M.L. Rev. 371 (1984). Annual Survey of New Mexico Corporate Law, see 17 N.M.L. Rev. 253 (1987). Am. Jur. 2d, A.L.R. and C.J.S. references. — Personal liability of stockholder, officer, or agent for debt of foreign corporation doing business in the state, 27 A.L.R.4th 387.
NM Stat § 53-18-7 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-7 - Waiver of notice.

Whenever any notice is required to be given to any shareholder or director of a corporation under the provisions of the Business Corporation Act or under the provisions of the articles of incorporation or bylaws of the corporation, a waiver thereof in writing signed by the person or persons entitled to the notice, whether before or after the time stated therein, is equivalent to the giving of the notice. History: 1953 Comp., § 51-31-6, enacted by Laws 1967, ch. 81, § 127. ANNOTATIONSCompiler's notes. — This section is derived from Section 144 of the ABA Model Business Corporation Act. Am. Jur. 2d, A.L.R. and C.J.S. references. — 18A Am. Jur. 2d Corporations §§ 467 to 469, 652, 653, 969, 971, 972, 980 to 983, 1082 to 1084, 1086, 1087; 18B Am. Jur. 2d Corporations §§ 1368, 1370, 1459, 1480, 1481. 18 C.J.S. Corporations § 367.
NM Stat § 53-18-8 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-8 - Action by shareholders without a meeting.

Any action required by the Business Corporation Act to be taken at a meeting of the shareholders of a corporation, or any action which may be taken at a meeting of the shareholders, may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by all of the shareholders entitled to vote with respect to the subject matter thereof. Such consent has the same effect as a unanimous vote of shareholders, and may be stated as such in any articles or document filed with the commission [secretary of state] under the Business Corporation Act. History: 1953 Comp., § 51-31-7, enacted by Laws 1967, ch. 81, § 128. ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law. Laws 2013, ch. 75, § 9 provided that as of July 1, 2013, the secretary of state, pursuant to N.M. const., Art. 11, § 19, shall assume responsibility for chartering corporations as provided by law, including the performance of the functions of the former corporations bureau of the public regulation commission, and that except for Subsection D of 53-5-8 NMSA 1978, references to the "public regulation commission", "state corporation commission" or "commission" shall be construed to be references to the secretary of state. See 8-4-7 NMSA 1978. Compiler's notes. — This section is derived from Section 145 of the ABA Model Business Corporation Act.
NM Stat § 53-18-9 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-9 - Unauthorized assumption of corporate powers.

All persons who assume to act as a corporation without authority to do so are jointly and severally liable for all debts and liabilities incurred or arising as a result thereof. History: 1953 Comp., § 51-31-8, enacted by Laws 1967, ch. 81, § 129. ANNOTATIONSCompiler's notes. — This section is derived from Section 146 of the ABA Model Business Corporation Act. Law reviews. — Annual Survey of New Mexico Corporate Law, see 17 N.M.L. Rev. 253 (1987).
NM Stat § 53-18-10 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-10 - Application to existing corporations.

A. The provisions of the Business Corporation Act apply to all existing corporations organized under any general act of this state providing for the organization of corporations for a purpose or purposes for which a corporation might be organized under the Business Corporation Act, where the power has been reserved to amend, repeal or modify the act under which the corporation was organized and where the act is repealed by the Business Corporation Act. B. The provisions of the Business Corporation Act also apply to the special class of corporations known as "no stockholder liability" corporations organized under Laws 1905, Chapter 79, Section 23 [53-2-8 NMSA 1978], as amended, but no stockholder's liability for unpaid stock shall attach to any shares issued by such corporations which continue to comply with the requirements set forth in Laws 1905, Chapter 79, Section 23, as amended. History: 1953 Comp., § 51-31-9, enacted by Laws 1967, ch. 81, § 130. ANNOTATIONSCompiler's notes. — This section is derived in part from Section 147 of the ABA Model Business Corporation Act. Legislative intent. — The legislature intends the Business Corporation Act to operate retrospectively except as it may affect substantive rights. Prager v. Prager, 1969-NMSC-149, 80 N.M. 773, 461 P.2d 906. Law reviews. — Annual Survey of New Mexico Corporate Law, see 17 N.M.L. Rev. 253 (1987).
NM Stat § 53-18-11 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-11 - Application to foreign and interstate commerce.

The provisions of the Business Corporation Act apply to commerce with foreign nations and among the several states only insofar as permitted under the provisions of the constitution of the United States. History: 1953 Comp., § 51-31-10, enacted by Laws 1967, ch. 81, § 131. ANNOTATIONSCompiler's notes. — This section is derived from Section 148 of the ABA Model Business Corporation Act.
NM Stat § 53-18-12 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 18 - Business Corporations; Miscellaneous Provisions|Section 53-18-12 - Reservation of power.

The legislature reserves power to amend, repeal or modify all or any part of the Business Corporation Act at any time and such changes shall be binding upon all corporations subject to the provisions of the Business Corporation Act. History: 1953 Comp., § 51-31-11, enacted by Laws 1967, ch. 81, § 132. ANNOTATIONSSeverability. — Laws 1967, ch. 81, § 134, provided for the severability of the act if any part or application thereof is held invalid. Compiler's notes. — This section is derived from Section 149 of the ABA Model Business Corporation Act.
NM Stat § 53-19-1 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 19 - Limited Liability Companies|Section 53-19-1 - Short title.

Chapter 53, Article 19 NMSA 1978 may be cited as the "Limited Liability Company Act". History: Laws 1993, ch. 280, § 1; 1998, ch. 108, § 29. ANNOTATIONSCross references. — For Registered Limited Liability Partnerships, see 54-1A-1101 NMSA 1978 et seq. The 1998 amendment, effective January 1, 1999, substituted "Chapter 53, Article 19 NMSA 1978" for "Sections 1 through 74 of this act" at the beginning of the section. Law reviews. — For comment, "Limited Liability Companies in New Mexico," see 27 N.M.L. Rev. 615 (1997). Am. Jur. 2d, A.L.R. and C.J.S. references. — Construction and application of limited liability company acts, 79 A.L.R.5th 689.
NM Stat § 53-19-3 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 19 - Limited Liability Companies|Section 53-19-3 - Name.

A. The name of a limited liability company and, if different, the name under which it proposes to transact business in New Mexico shall be stated in its articles of organization and shall contain the words "limited liability company" or "limited company" or the abbreviation "L.L.C.", "LLC", "L.C." or "LC". The word "limited" may be abbreviated as "ltd." and the word "company" may be abbreviated as "co.".B. A limited liability company name shall be distinguishable from the name of any:(1) limited liability company, limited partnership or corporation existing under the laws of this state;(2) foreign limited liability company or corporation authorized to transact business in this state; and(3) name reserved under Section 53-19-4 NMSA 1978.C. The provisions of Subsection B of this section do not apply if the applicant files with the secretary of state a certified copy of a final decree of a court establishing the prior right of the limited liability company to use such name in this state. History: Laws 1993, ch. 280, § 3; 1995, ch. 213, § 1; 2021, ch. 68, § 7. ANNOTATIONSThe 2021 amendment, effective July 1, 2021, required that a limited liability company include, in its articles of organization any name under which the limited liability company proposes to transact business in New Mexico if different than the name of the limited liability company; in Subsection A, after "name of a limited liability company", added "and, if different, the name under which it proposes to transact business in New Mexico"; and in Subsection C, after "files with the", deleted "commission" and added "secretary of state". The 1995 amendment, effective June 16, 1995, added the language beginning "or the abbreviation" at the end of the first sentence in Subsection A and, in Subsection B, deleted "limited partnership" preceding "or corporation" in Paragraph (2) and substituted "under Section 53-19-4 NMSA 1978" for "or registered under Section 4 of the Limited Liability Company Act Chapter 53, Article 11, NMSA 1978 or Chapter 57, Article 2 or Article 3 NMSA 1978" in Paragraph (3).
NM Stat § 53-19-4 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 19 - Limited Liability Companies|Section 53-19-4 - Reservation of name.

A. The exclusive right to use a name may be reserved by: (1) a person intending to organize a limited liability company and to adopt that name; (2) a limited liability company or a foreign limited liability company registered in New Mexico that intends to adopt that name; (3) a foreign limited liability company intending to register in New Mexico and to adopt that name; or (4) a person intending to organize a foreign limited liability company and to have it registered in New Mexico and to adopt that name. B. The reservation shall be made by filing with the commission [secretary of state] an application executed by the applicant to reserve a specified name. If the commission [secretary of state] finds that the name is available for use by a domestic or foreign limited liability company, it shall reserve the name for the exclusive use of the applicant for a period of one hundred twenty days after the date the application is filed with the commission [secretary of state]. C. The right to the exclusive use of a reserved name may be transferred to another person by filing with the commission [secretary of state] a notice of the transfer executed by the applicant for whom the name was reserved and specifying the name to be transferred and the name and address of the transferee. The transfer shall not extend the term during which the name is reserved. History: Laws 1993, ch. 280, § 4; 2003, ch. 318, § 49. ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law. Laws 2013, ch. 75, § 9 provided that as of July 1, 2013, the secretary of state, pursuant to N.M. const., Art. 11, § 19, shall assume responsibility for chartering corporations as provided by law, including the performance of the functions of the former corporations bureau of the public regulation commission, and that except for Subsection D of 53-5-8 NMSA 1978, references to the "public regulation commission", "state corporation commission" or "commission" shall be construed to be references to the secretary of state. See 8-4-7 NMSA 1978. The 2003 amendment, effective July 1, 2003, deleted former Subsection C which read: "The holder of a reserved name may renew the reservation for successive periods of one hundred twenty days each."; and redesignated former Subsection D as present Subsection C.
NM Stat § 53-19-6 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 19 - Limited Liability Companies|Section 53-19-6 - Nature and duration of business.

A limited liability company may conduct or promote any lawful business or purpose. If the purpose for which a limited liability company is organized makes it subject to provisions of other laws, the limited liability company shall also be subject to such provisions. The duration of existence of a limited liability company may be perpetual or may be limited to a definite term or until completion of a particular undertaking. History: Laws 1993, ch. 280, § 6.
NM Stat § 53-19-7 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 19 - Limited Liability Companies|Section 53-19-7 - Formation.

One or more persons may form a limited liability company by filing articles of organization with the commission [secretary of state]. The person or persons forming the limited liability company need not be members of the limited liability company. One or more persons may own and operate the limited liability company. A single member limited liability company formed prior to July 1, 1999 is a lawful entity. History: Laws 1993, ch. 280, § 7; 1999, ch. 132, § 1. ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law. Laws 2013, ch. 75, § 9 provided that as of July 1, 2013, the secretary of state, pursuant to N.M. const., Art. 11, § 19, shall assume responsibility for chartering corporations as provided by law, including the performance of the functions of the former corporations bureau of the public regulation commission, and that except for Subsection D of 53-5-8 NMSA 1978, references to the "public regulation commission", "state corporation commission" or "commission" shall be construed to be references to the secretary of state. See 8-4-7 NMSA 1978. The 1999 amendment, effective July 1, 1999, inserted "person or" in the second sentence and added the third and fourth sentences.
NM Stat § 53-19-8 (2021)
2021 New Mexico Statutes|Chapter 53 - Corporations|Article 19 - Limited Liability Companies|Section 53-19-8 - Articles of organization.

The articles of organization shall set forth: A. a name for the limited liability company that satisfies the requirements of Section 53-19-3 NMSA 1978; B. the street address of the initial registered office and the name of the initial registered agent at that address and the street address of the limited liability company's current principal place of business, if different from the address of its registered office; C. the period of duration, if other than perpetual; D. if management of the limited liability company is vested to any extent in a manager, a statement to that effect; E. if the limited liability company may carry on its business and affairs as a single member limited liability company, a statement to that effect; and F. any other provision that the persons signing the articles choose to include in the articles, including provisions for the regulation of the internal affairs of the limited liability company. History: Laws 1993, ch. 280, § 8; 1999, ch. 132, § 2; 2003, ch. 318, § 51. ANNOTATIONSThe 2003 amendment, effective July 1, 2003, in Subsection B, inserted "initial" preceding "registered" twice, inserted "at that address" preceding "and the street"; rewrote Subsection C; deleted "and of the extent to which management is so vested" at the end of Subsection D; in Subsection E, inserted "may carry on its business and affairs as" preceding "a single member", inserted "a statement to that effect" near the end. The 1999 amendment, effective July 1, 1999, substituted "Section 53-19-3 NMSA 1978" for "Section 3 of the Limited Liability Company Act" in Subsection A, added Subsection E, and redesignated former Subsection E as Subsection F.