reglab/housing_qa huggingface dataset:
MI Comp L § 450.2561 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2561 - Indemnification of Director, Officer, Partner, Trustee, Employee, Nondirector Volunteer, or Agent in Connection With Action, Suit, or Proceeding; Conditions; Presumption.

450.2561 Indemnification of director, officer, partner, trustee, employee, nondirector volunteer, or agent in connection with action, suit, or proceeding; conditions; presumption.Sec. 561.  Unless otherwise provided by law or the articles of incorporation or bylaws of the corporation, a corporation has the power to indemnify a person that was or is a party or is threatened to be made a party to a threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative and whether formal or informal, other than an action by or in the right of the corporation, by reason of the fact that the person is or was a director, officer, employee, nondirector volunteer, or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, partner, trustee, employee, nondirector volunteer, or agent of another foreign or domestic corporation, business corporation, partnership, joint venture, trust, or other enterprise, whether for profit or not, for expenses, including attorneys' fees, judgments, penalties, fines, and amounts paid in settlement actually and reasonably incurred by the person in connection with the action, suit, or proceeding if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation or its shareholders or members, and with respect to a criminal action or proceeding, if the person had no reasonable cause to believe that the conduct was unlawful. The termination of an action, suit, or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent, does not, of itself, create a presumption that the person did not act in good faith and in a manner that the person reasonably believed to be in or not opposed to the best interests of the corporation or its shareholders or members and, with respect to any criminal action or proceeding, had reasonable cause to believe that the conduct was unlawful. History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 1987, Act 170, Eff. Jan. 1, 1988 ;-- Am. 1993, Act 129, Imd. Eff. July 22, 1993 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2562 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2562 - Indemnification Against Expenses of Director, Officer, Partner, Trustee, Employee, Nondirector Volunteer, or Agent in Connection With Action or Suit by or in Right of Corporation; Conditions; Limitations.

450.2562 Indemnification against expenses of director, officer, partner, trustee, employee, nondirector volunteer, or agent in connection with action or suit by or in right of corporation; conditions; limitations.Sec. 562.  Unless otherwise provided by law or in the articles of incorporation or bylaws of the corporation, a corporation has the power to indemnify a person that was or is a party or is threatened to be made a party to a threatened, pending, or completed action or suit by or in the right of the corporation to procure a judgment in its favor by reason of the fact that the person is or was a director, officer, employee, nondirector volunteer, or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, partner, trustee, employee, nondirector volunteer, or agent of another foreign or domestic corporation, business corporation, partnership, joint venture, trust, or other enterprise, whether for profit or not, for expenses, including attorneys' fees and amounts paid in settlement actually and reasonably incurred by the person in connection with the action or suit if the person acted in good faith and in a manner the person reasonably believed to be in or not opposed to the best interests of the corporation or its shareholders or members. A corporation shall not indemnify a person for a claim, issue, or matter in which the person is found liable to the corporation except to the extent authorized under section 564c. History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 1987, Act 170, Eff. Jan. 1, 1988 ;-- Am. 1993, Act 129, Imd. Eff. July 22, 1993 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2563 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2563 - Indemnification for Expenses of Director, Officer, or Nondirector Volunteer Successful in Defense of Action, Suit, or Proceeding Referred to in MCL 450.2561 or 450.2562.

450.2563 Indemnification for expenses of director, officer, or nondirector volunteer successful in defense of action, suit, or proceeding referred to in MCL 450.2561 or 450.2562.Sec. 563.  Unless otherwise provided by law or under the articles of incorporation or bylaws of the corporation, to the extent that a director, officer, or nondirector volunteer of a corporation is successful on the merits or otherwise in defense of an action, suit, or proceeding referred to in section 561 or 562, or in defense of a claim, issue, or matter in the action, suit, or proceeding, or has established that the corporation is required to assume the person's liabilities under section 209(1)(d) or (e), the corporation shall indemnify the person for actual and reasonable expenses, including attorneys' fees, incurred in connection with the action, suit, or proceeding and an action, suit, or proceeding brought to enforce the mandatory indemnification provided in this section. History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 1987, Act 170, Eff. Jan. 1, 1988 ;-- Am. 1993, Act 129, Imd. Eff. July 22, 1993 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2564 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2564 - Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015.

450.2564 Repealed. 2014, Act 557, Imd. Eff. Jan. 15, 2015. Compiler's Notes: The repealed section pertained to advance payment by corporation of expenses incurred in defending action, suit, or proceeding described in MCL 450.2561 or 450.2562.
MI Comp L § 450.2564b (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2564b - Expenses Incurred by Director, Officer, Employee, Nondirector Volunteer, or Agent; Reimbursement; Agreement; Advances.

450.2564b Expenses incurred by director, officer, employee, nondirector volunteer, or agent; reimbursement; agreement; advances.Sec. 564b.  (1) A corporation may pay or reimburse the reasonable expenses incurred by a director, officer, employee, nondirector volunteer, or agent of the corporation or a person that is or was serving at the request of the corporation as a director, officer, partner, trustee, employee, or agent of another domestic corporation, foreign corporation, domestic business corporation, foreign business corporation, partnership, limited liability company, joint venture, trust, or other enterprise, whether for profit or not, that is a party or threatened to be made a party to an action, suit, or proceeding in advance of final disposition of the proceeding if the person furnishes the corporation a written agreement, executed personally or on the person's behalf, to repay the advance if it is ultimately determined that the person did not meet the standard of conduct, if any, required by this act for the indemnification of a person under the circumstances.  (2) An agreement required under subsection (1) must be an unlimited general obligation of the director, officer, employee, nondirector volunteer, or agent, but may be unsecured. A corporation may accept an agreement that is required under subsection (1) without reference to the financial ability of the person to make repayment.  (3) A corporation shall evaluate the reasonableness of advances under this section in the manner described in section 564a(1) for evaluating the reasonableness of expenses, and make an authorization in the manner described in section 564a(4) unless an advance is mandatory. A corporation may authorize advances with respect to a proceeding and determine the reasonableness of advances or approve a method for determining the reasonableness of advances in a single resolution covering the entire proceeding. However, unless the action or resolution provides otherwise, an authorizing or determining authority of the corporation may subsequently terminate or amend the authorization or determination with respect to advances that are not yet made.  (4) A provision in the articles of incorporation or bylaws, a resolution of the board or shareholders or members, or an agreement that makes indemnification mandatory shall also make the advancement of expenses mandatory unless the provision, resolution, or agreement specifically provides otherwise. History: Add. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2564c (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2564c - Indemnification of Director, Officer, Employee, Nondirector Volunteer, or Agent; Application to Court; Determination.

450.2564c Indemnification of director, officer, employee, nondirector volunteer, or agent; application to court; determination.Sec. 564c.  A director, officer, employee, nondirector volunteer, or agent of the corporation that is a party or threatened to be made a party to an action, suit, or proceeding may apply for indemnification to the court that is conducting the proceeding or to another court of competent jurisdiction. After receiving an application, the court after giving any notice it considers necessary may order indemnification if it determines that all of the following are met:  (a) Indemnification is not prohibited under section 497(a) and is consistent with other applicable law and with any restrictions in the articles of incorporation or the bylaws.  (b) The person is fairly and reasonably entitled to indemnification in view of all the relevant circumstances, whether or not the person met the applicable standard of conduct set forth in section 561 or 562 or was adjudged liable as described in section 562. However, if the person is found liable, indemnification is limited to reasonable expenses incurred by the person. History: Add. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2565 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2565 - Indemnification or Advance of Expenses Not Exclusive of Other Rights; Limitation; Continuation; Amended Provision.

450.2565 Indemnification or advance of expenses not exclusive of other rights; limitation; continuation; amended provision.Sec. 565.  (1) An indemnification or advance of expenses provided under sections 561 to 564c is not exclusive of other rights to which a person seeking indemnification or advance of expenses may be entitled under the articles of incorporation, bylaws, or a contractual agreement. The total amount of expenses advanced or indemnified from all sources combined shall not exceed the amount of actual expenses incurred by the person that is seeking indemnification or advance of expenses.  (2) Indemnification under sections 561 to 565 continues for a person that ceases to be a director, officer, employee, nondirector volunteer, or agent and inures to the benefit of the heirs, personal representatives, and administrators of the person.  (3) A right of indemnification or to advancement of expenses under a provision of the articles of incorporation or the bylaws is not eliminated or impaired by an amendment to the provision after the occurrence of the act or omission that is the subject of the formal or informal, administrative or investigative action, suit, or proceeding for which indemnification or advancement of expenses is sought unless the provision in effect at the time of the act or omission explicitly authorizes that elimination or impairment after the action or omission has occurred. History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 1987, Act 170, Eff. Jan. 1, 1988 ;-- Am. 1993, Act 129, Imd. Eff. July 22, 1993 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2567 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2567 - Purchase and Maintenance of Insurance on Behalf of Director, Officer, Employee, Nondirector Volunteer, or Agent.

450.2567 Purchase and maintenance of insurance on behalf of director, officer, employee, nondirector volunteer, or agent.Sec. 567.  (1) A corporation may purchase and maintain insurance on behalf of any person that is or was a director, officer, employee, nondirector volunteer, or agent of the corporation, or that is or was serving at the request of the corporation as a director, officer, partner, trustee, employee, nondirector volunteer, or agent of another foreign or domestic corporation, foreign or domestic business corporation, limited liability company, partnership, joint venture, trust, or other enterprise for profit or nonprofit against any liability asserted against the person and incurred by the person in that capacity or arising out of the person's status as such, whether or not the corporation has the power to indemnify the person against liability under sections 561 to 565.  (2) If the articles of incorporation include a provision that eliminates or limits the liability of a director under section 209(1)(c), the corporation may purchase insurance on behalf of a director under subsection (1) from an insurer owned by the corporation, but insurance purchased from that insurer may insure a director against monetary liability to the corporation or its shareholders or members only to the extent to which the corporation could indemnify the director under section 564a(5). History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 1993, Act 129, Imd. Eff. July 22, 1993 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2569 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2569 - Scope of "Corporation" for Purposes of MCL 450.2561 to 450.2567.

450.2569 Scope of "corporation" for purposes of MCL 450.2561 to 450.2567.Sec. 569.  For purposes of sections 561 to 567, "corporation" includes all constituent corporations absorbed in a consolidation or merger, any corporation converted into another business entity, and the resulting or surviving foreign or domestic corporation, foreign or domestic business corporation or other business entity, so that a person that is or was a director, officer, employee, nondirector volunteer, or agent of the constituent corporation or is or was serving at the request of the constituent corporation as a director, officer, partner, trustee, employee, nondirector volunteer, or agent of another foreign or domestic corporation, foreign or domestic business corporation, partnership, limited liability company, joint venture, trust, or other profit or nonprofit enterprise shall stand in the same position under the provisions of this section with respect to the resulting or surviving corporation or business corporation as the person would if the person had served the resulting or surviving corporation, business corporation, or other business entity in the same capacity. History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 1987, Act 170, Eff. Jan. 1, 1988 ;-- Am. 1993, Act 129, Imd. Eff. July 22, 1993 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2571 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-5 - Chapter 5 (450.2501...450.2571)|Section 450.2571 - Definitions.

450.2571 Definitions.Sec. 571.  As used in sections 561 to 567:  (a) "Fines" includes any excise taxes assessed on a person with respect to an employee benefit plan.  (b) "Other enterprises" includes employee benefit plans.  (c) "Serving at the request of the corporation" includes any service as a director, officer, employee, nondirector volunteer, or agent of the corporation that imposes duties on, or involves services by, the director, officer, employee, nondirector volunteer, or agent with respect to an employee benefit plan, its participants, or its beneficiaries.  (d) A person that acted in good faith and in a manner the person reasonably believed to be in the interest of the participants and beneficiaries of an employee benefit plan is considered to have acted in a manner "not opposed to the best interests of the corporation or its shareholders or members" as referred to in sections 561 and 562. History: Add. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2601 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-6 - Chapter 6 (450.2601...450.2651)|Section 450.2601 - Amendment of Articles of Incorporation; Contents.

450.2601 Amendment of articles of incorporation; contents.Sec. 601.  (1) A corporation may amend its articles of incorporation if the amendment contains only provisions that original articles of incorporation filed at the time the amendment is made might lawfully contain.  (2) Subject to section 301(6), a corporation may amend its articles of incorporation to become a business corporation by adopting restated articles of incorporation under section 641 if the restated articles of incorporation contain only those provisions that original articles of incorporation of a business corporation formed under the business corporation act might contain. The adoption and filing of restated articles of incorporation under this subsection does not constitute a dissolution of the corporation.  (3) Subject to section 301(6), a corporation may amend its articles of incorporation to become a professional corporation by adopting restated articles of incorporation under section 641 if the restated articles of incorporation contain only those provisions that original articles of incorporation of a professional corporation formed under chapter 2A of the business corporation act, MCL 450.1281 to 450.1289, might contain. The adoption and filing of restated articles of incorporation under this subsection does not constitute a dissolution of the corporation. History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2602 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-6 - Chapter 6 (450.2601...450.2651)|Section 450.2602 - Amendment of Articles of Incorporation; Purposes.

450.2602 Amendment of articles of incorporation; purposes.Sec. 602.  Without limiting the general power of amendment under section 601, a corporation may amend its articles of incorporation to do any of the following:  (a) Change its corporate name.  (b) Enlarge, limit, or otherwise change its corporate purposes or powers.  (c) Change the duration of the corporation.  (d) Increase or decrease the aggregate number of shares, or shares of any class that the corporation has authority to issue.  (e) Exchange, classify, reclassify, or cancel any of its issued or unissued shares.  (f) Change the designation of any of its issued or unissued shares, or change the qualifications, preferences, limitations, and relative rights of any of its issued or unissued shares or of its members.  (g) Change the issued or unissued shares of any class into a different number of shares of the same class or into the same or a different number of shares of other classes.  (h) Create new classes of shares or members that have rights and preferences superior to, inferior to, or equal with, the issued or unissued shares or the memberships of any class then authorized.  (i) Cancel or otherwise affect the right of the holders of the shares or memberships of any class to receive distributions which have accrued but have not been declared.  (j) Limit, deny, or grant to shareholders or members of a class the preemptive right to acquire shares or memberships of the corporation.  (k) Change its registered office or change its resident agent.  (l) Strike out, change, or add any provision for management of and conduct of the affairs of the corporation, or creating, defining, limiting, and regulating the powers of the corporation, its directors, shareholders, members, or any class of shareholders or members, including any provision that under this act is required or permitted to be set forth in the bylaws.  (m) Change its form of organization to a stock corporation or a nonstock corporation that is organized on a membership or directorship basis. An amendment under this subsection must comply with section 202(c) and (d) or section 202(e) and (f), as applicable. History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015
MI Comp L § 450.2615 (2021)
2021 Michigan Compiled Laws|Chapter 450 - Corporations|Act 162 of 1982 - Nonprofit Corporation Act (450.2101 - 450.3192)|162-1982-6 - Chapter 6 (450.2601...450.2651)|Section 450.2615 - Voting as Class on Proposed Amendment.

450.2615 Voting as class on proposed amendment.Sec. 615.  (1) The holders of a class of outstanding shares of a corporation that is organized on a stock basis or the members of a class of a corporation that is organized on a membership basis may vote as a class on a proposed amendment, whether or not entitled to vote on the amendment under the articles of incorporation, if the amendment would increase or decrease the aggregate number of authorized shares of the class or alter or change the powers, preferences, or special rights of the shares or members of the class or other classes so as to affect the class adversely.  (2) This section does not confer voting rights on members of a corporation that is organized on a directorship basis. History: 1982, Act 162, Eff. Jan. 1, 1983 ;-- Am. 2014, Act 557, Imd. Eff. Jan. 15, 2015