reglab/housing_qa huggingface dataset:
WY Stat § 17-19-304 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 3 - Purposes and Powers|Section 17-19-304 - Ultra Vires.

17-19-304. Ultra vires.| (a) Except as provided in subsection (b) of this section, the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.  (b) 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.  (c) 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, 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.
WY Stat § 17-19-401 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 4 - Names|Section 17-19-401 - Corporate Name.

17-19-401. Corporate name.| (a) A corporate name may not contain language stating or implying that the corporation is organized for a purpose other than that permitted by W.S. 17-19-301 and its articles of incorporation.  (b) Except as authorized by subsections (c) and (d) of this section, a corporate name shall not be the same as, or deceptively similar to the name of any trademark or service mark registered in this state and shall be distinguishable upon the records of the secretary of state from other business names as required by W.S. 17-16-401.  (c) A corporation may apply to the secretary of state for authorization to use a name that is not distinguishable in accordance with the provisions of W.S. 17-16-401(c).  (i) Repealed By Laws 1996, ch. 80, § 3.  (ii) Repealed By Laws 1996, ch. 80, § 3.  (d) A corporation may use the name, including the fictitious name, of another domestic or foreign corporation that is used in this state if the other corporation is incorporated or authorized to transact business in this state and the proposed user corporation:  (i) Has merged with the other corporation; or  (ii) Has been formed by reorganization of the other corporation; or  (iii) Has acquired all or substantially all of the assets, including the corporate name, of the other corporation.  (iv) Repealed By Laws 1996, ch. 80, § 3.  (e) This act does not control the use of fictitious names.
WY Stat § 17-19-402 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 4 - Names|Section 17-19-402 - Reserved Name.

17-19-402. Reserved name.| (a) A person may apply to 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. The application shall set forth the name and address of the applicant and the name proposed to be reserved. If the secretary of state finds that the corporate name applied for is available, he shall file the application pursuant to W.S. 17-19-125 and reserve the name for the applicant's exclusive use for a nonrenewable one hundred twenty (120) day period.  (b) The owner of a reserved corporate name may transfer the reservation to another person by delivering to the secretary of state a manually signed notice of the transfer that states the name and address of the transferee.
WY Stat § 17-19-501 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 5 - Office and Agent|Section 17-19-501 - Registered Office and Registered Agent.

17-19-501. Registered office and registered agent.| (a) Each corporation shall continuously maintain in this state:  (i) A registered office as provided in W.S. 17-28-101 through 17-28-111; and  (ii) A registered agent as provided in W.S. 17-28-101 through 17-28-111.  (A) Repealed by Laws 2008, Ch. 90, § 3.  (B) Repealed by Laws 2008, Ch. 90, § 3.  (C) Repealed by Laws 2008, Ch. 90, § 3.  (b) The provisions of W.S. 17-28-101 through 17-28-111 shall apply to all nonprofit corporations.
WY Stat § 17-19-601 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-601 - Admission.

17-19-601. Admission.| (a) The articles or bylaws may establish criteria or procedures for admission of members.  (b) No person shall be admitted as a member without his consent.
WY Stat § 17-19-602 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-602 - Consideration.

17-19-602. Consideration.| Except as provided in its articles or bylaws, a corporation may admit members for no consideration or for any consideration as is determined by the board.
WY Stat § 17-19-603 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-603 - No Requirement of Members.

17-19-603. No requirement of members.| A corporation is not required to have members.
WY Stat § 17-19-610 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-610 - Differences in Rights and Obligations of Members.

17-19-610. Differences in rights and obligations of members.| 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 or obligations. All members shall have the same rights and obligations with respect to any other matters, except as set forth in or authorized by the articles or bylaws.
WY Stat § 17-19-611 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-611 - Transfers.

17-19-611. Transfers.| (a) 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.  (b) No member of a public benefit or religious corporation may transfer a membership or any right arising therefrom.  (c) 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.
WY Stat § 17-19-612 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-612 - Member's Liability to Third Parties.

17-19-612. Member's liability to third parties.| A member of a corporation is not, as such, personally liable for the acts, debts, liabilities or obligations of the corporation.
WY Stat § 17-19-613 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-613 - Member's Liability for Dues, Assessments and Fees.

17-19-613. Member's liability for dues, assessments and fees.| A member may become liable to the corporation for dues, assessments or fees as a condition for remaining a member. An article, bylaw or corporate resolution authorizing dues, assessments or fees is not, by itself, sufficient to impose liability without the consent or acquiescence of the member.
WY Stat § 17-19-614 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-614 - Creditor's Action Against Member.

17-19-614. Creditor's action against member.| (a) 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.  (b) All creditors of the corporation, with or without reducing their claims to judgment, may intervene in any creditor's proceeding brought under subsection (a) 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.
WY Stat § 17-19-620 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-620 - Resignation.

17-19-620. Resignation.| (a) A member may resign at any time.  (b) 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.
WY Stat § 17-19-621 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-621 - Termination, Expulsion and Suspension.

17-19-621. Termination, expulsion and suspension.| (a) No member of a public benefit 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 that is fair and reasonable and is carried out in good faith.  (b) A procedure is fair and reasonable when either:  (i) The articles or bylaws set forth a procedure that provides:  (A) Not less than fifteen (15) 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 (5) 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  (ii) It is fair and reasonable taking into consideration all of the relevant facts and circumstances.  (c) Any written notice given by mail shall be given by first class, return receipt requested, sent to the last address of the member shown on the corporation's records.  (d) Any proceeding challenging an expulsion, suspension or termination, including a proceeding in which defective notice is alleged, shall be commenced within one (1) year after the effective date of the expulsion, suspension or termination.  (e) A member who has been expelled or suspended may be liable to the corporation for dues, assessments or fees as a result of obligations incurred or commitments made prior to expulsion or suspension.
WY Stat § 17-19-622 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-622 - Purchase of Memberships.

17-19-622. Purchase of memberships.| (a) A public benefit or religious corporation may not purchase any of its memberships or any right arising therefrom.  (b) 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 article 13 of this act.
WY Stat § 17-19-630 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-630 - Derivative Suits.

17-19-630. Derivative suits.| (a) A proceeding may be brought in the right of a domestic or foreign corporation to procure a judgment in its favor by:  (i) Any member or members having five percent (5%) or more of the voting power or by fifty (50) members, whichever is less; or  (ii) Any director.  (b) In any proceeding under this section, each complainant shall be a member or director at the time of bringing the proceeding.  (c) A complaint in a proceeding brought in the right of a corporation shall 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.  (d) 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.  (e) 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.  (f) The complainants shall notify the secretary of state within ten (10) days after commencing any proceeding under this section if the proceeding involves a public benefit corporation or assets held in charitable trust by a mutual benefit corporation. The secretary of state shall then notify the attorney general.
WY Stat § 17-19-640 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 6 - Members and Memberships|Section 17-19-640 - Delegates.

17-19-640. Delegates.| (a) A corporation may provide in its articles or bylaws for delegates having some or all of the authority of members.  (b) The articles or bylaws may set forth provisions relating to:  (i) The characteristics, qualifications, rights, limitations and obligations of delegates including their selection and removal;  (ii) Calling, noticing, holding and conducting meetings of delegates; and  (iii) Carrying on corporate activities during and between meetings of delegates.
WY Stat § 17-19-701 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 7 - Members' Meetings and Voting|Section 17-19-701 - Annual and Regular Meetings.

17-19-701. Annual and regular meetings.| (a) A corporation with members shall hold a membership meeting annually at a time stated in or fixed in accordance with the bylaws.  (b) A corporation with members may hold regular membership meetings at the times stated in or fixed in accordance with the bylaws.  (c) 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.  (d) At the annual meeting:  (i) The president and chief financial officer shall report on the activities and financial condition of the corporation; and  (ii) The members shall consider and act upon such other matters as may be raised consistent with the notice requirements of W.S. 17-19-705 and 17-19-723(b).  (e) At regular meetings the members shall consider and act upon such matters as may be raised consistent with the notice requirements of W.S. 17-19-705 and 17-19-723(b).  (f) 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.
WY Stat § 17-19-702 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 7 - Members' Meetings and Voting|Section 17-19-702 - Special Meeting.

17-19-702. Special meeting.| (a) A corporation with members shall hold a special meeting of members:  (i) On call of its board or the person or persons authorized to do so by the articles or bylaws; or  (ii) Except as provided in the articles or bylaws of a religious corporation if the holders of at least five percent (5%) of the voting power of any corporation sign, date, and deliver to any corporate officer one (1) or more written demands for the meeting describing the purpose or purposes for which it is to be held.  (b) The close of business on the 30th day before delivery of the demand or demands for a special meeting to any corporate officer is the record date for the purpose of determining whether the five percent (5%) requirement of subsection (a) of this section has been met.  (c) If a notice for a special meeting demanded under paragraph (a)(ii) of this section is not given pursuant to W.S. 17-19-705 within thirty (30) days after the date the written demand or demands are delivered to a corporate officer, regardless of the requirements of subsection (d) of this section, a person signing the demand or demands may set the time and place of the meeting and give notice pursuant to W.S. 17-19-705.  (d) Special meetings of members 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 or fixed in accordance with the bylaws, special meetings shall be held at the corporation's principal office.  (e) Only those matters that are within the purpose or purposes described in the meeting notice required by W.S. 17-19-705 shall be conducted at a special meeting of members.
WY Stat § 17-19-703 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 7 - Members' Meetings and Voting|Section 17-19-703 - Court-Ordered Meeting.

17-19-703. Court-ordered meeting.| (a) The district court of the county where a corporation's principal office or, if none in this state, its registered office is located may summarily order a meeting to be held:  (i) On application of any member or other person entitled to participate in an annual or regular meeting, and in the case of a public benefit corporation, the attorney general, if an annual meeting was not held within fifteen (15) months after its last annual meeting;  (ii) On application of any member or other person entitled to participate in a regular meeting, and in the case of a public benefit corporation, the attorney general, if a regular meeting is not held within forty (40) days after the date it was required to be held; or  (iii) On application of a member who signed a demand for a special meeting valid under W.S. 17-19-702, a person or persons entitled to call a special meeting and, in the case of a public benefit corporation, the attorney general, if:  (A) Notice of the special meeting was not given within thirty (30) days after the date the demand was delivered to a corporate officer; or  (B) The special meeting was not held in accordance with the notice.  (b) The court may fix the time and place of the meeting, specify a record date for determining members entitled to notice of and to vote at the meeting, prescribe the form and content of the meeting notice, fix the quorum required for specific matters to be considered at the meeting or direct that the votes represented at the meeting constitute a quorum for action on those matters, and enter other orders necessary to accomplish the purpose or purposes of the meeting.  (c) If the court orders a meeting, it may also order the corporation to pay the member's costs, including reasonable counsel fees, incurred to obtain the order.
WY Stat § 17-19-704 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 7 - Members' Meetings and Voting|Section 17-19-704 - Action by Written Consent.

17-19-704. Action by written consent.| (a) Unless limited or prohibited by the articles or bylaws, action required or permitted by this act to be taken at a members' meeting may be taken without a meeting if notice of the proposed action is given to all voting members and the action is approved by ninety percent (90%) of the members entitled to vote on the action. The action shall be evidenced by one (1) or more written consents describing the action approved, signed either manually or in facsimile, by the requisite number of members entitled to vote on the action, and delivered to the corporation for inclusion in the minutes or filing with the corporate records.  (b) If not otherwise determined under W.S. 17-19-703 or 17-19-707, the record date for determining members entitled to take action without a meeting is the date the first member signs the consent under subsection (a) of this section.  (c) A consent signed under this section has the effect of a meeting vote and may be described as such in any document filed with the secretary of state.
WY Stat § 17-19-705 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 19 - Wyoming Nonprofit Corporation Act|Article 7 - Members' Meetings and Voting|Section 17-19-705 - Notice of Meeting.

17-19-705. Notice of meeting.| (a) A corporation shall give notice consistent with its bylaws of meetings of members in a fair and reasonable manner.  (b) Any notice that conforms to the requirements of subsection (c) of this section is fair and reasonable, but other means of giving notice may also be fair and reasonable when all the circumstances are considered; provided, however, that notice of matters referred to in paragraph (c)(ii) of this section shall be given as provided in subsection (c) of this section.  (c) Notice is fair and reasonable if:  (i) The corporation notifies its members of the place, date and time of each annual, regular and special meeting of members no fewer than ten (10) nor more than sixty (60) days before the meeting date;  (ii) Notice of an annual or regular meeting includes a description of any matter or matters that shall be approved by the members under W.S. 17-19-831, 17-19-856, 17-19-1003, 17-19-1021, 17-19-1104, 17-19-1202, 17-19-1401 or 17-19-1402; and  (iii) Notice of a special meeting includes a description of the matter or matters for which the meeting is called.  (d) Unless the bylaws require otherwise, if an annual, regular or special meeting of members is adjourned to a different date, time or place, notice need not be given of the new date, time or place, if the new date, time or place is announced at the meeting before adjournment. If a new record date for the adjourned meeting is or shall be fixed under W.S. 17-19-707, however, notice of the adjourned meeting shall be given under this section to the members of record as of the new record date.  (e) When giving notice of an annual, regular or special meeting of members, a corporation shall give notice of a matter a member intends to raise at the meeting if:  (i) Requested in writing to do so by a person entitled to call a special meeting; and  (ii) The request is received by the secretary or president of the corporation at least ten (10) days before the corporation gives notice of the meeting.