reglab/housing_qa huggingface dataset:
MT Code § 35-14-208 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 2. Incorporation|35-14-208. Forum selection

  35-14-208. Forum selection. (1) The articles of incorporation or the bylaws may require that any or all internal corporate claims must be brought exclusively in any specified court or courts of this state and, if so specified, in any additional courts in this state or in any other jurisdictions with which the corporation has a reasonable relationship.   (2) A provision of the articles of incorporation or bylaws adopted under subsection (1) may not have the effect of conferring jurisdiction on any court or over any person or claim and may not apply if none of the courts specified by the provision has the requisite personal and subject matter jurisdiction. If the court or courts of this state specified in a provision adopted under subsection (1) do not have the requisite personal and subject matter jurisdiction and another court of this state does have the jurisdiction, then the internal corporate claim may be brought in that other court of this state, notwithstanding that the other court of this state is not specified in the provision, and in any other court specified in the provision that has the requisite jurisdiction.   (3) No provision of the articles of incorporation or the bylaws may prohibit bringing an internal corporate claim in the courts of this state or require the claims to be determined by arbitration.   (4) For the purposes of this section, "internal corporate claim" means:   (a) any claim that is based on a violation of a duty under the laws of this state by a current or former director, officer, or shareholder in such capacity;   (b) any derivative action or proceeding brought on behalf of the corporation;   (c) any action asserting a claim arising pursuant to any provision of this chapter or the articles of incorporation or bylaws; or   (d) any action asserting a claim governed by the internal affairs doctrine that is not included in this subsection (4).   History: En. Sec. 34, Ch. 271, L. 2019.
MT Code § 35-14-301 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 3. Purposes and Powers|35-14-301. Purposes

  35-14-301. Purposes. (1) Every corporation incorporated under this chapter has the purpose of engaging in any lawful business unless a more limited purpose is set forth in the articles of incorporation.   (2) A corporation engaging in a business that is subject to regulation under another statute of this state may incorporate under this chapter only if permitted by and subject to all limitations of the other statute.   History: En. Sec. 35, Ch. 271, L. 2019.
MT Code § 35-14-302 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 3. Purposes and Powers|35-14-302. General powers

  35-14-302. General powers. Unless its articles of incorporation provide otherwise, every corporation has perpetual duration and succession in its corporate name and has the same powers as an individual to do all things necessary or convenient to carry out its business and affairs, including power:   (1) to sue and be sued, complain, and defend in its corporate name;   (2) to have a corporate seal, which may be altered at will, and to use it or a facsimile of it by impressing or affixing it or in any other manner reproducing it;   (3) to make and amend bylaws not inconsistent with its articles of incorporation or with the laws of this state for managing the business and regulating the affairs of the corporation;   (4) to purchase, receive, lease, or otherwise acquire and to own, hold, improve, use, and otherwise deal with real or personal property or any legal or equitable interest in property, wherever located;   (5) to sell, convey, mortgage, pledge, lease, exchange, and otherwise dispose of all or any part of its property;   (6) to purchase, receive, subscribe for, or otherwise acquire, own, hold, vote, use, sell, mortgage, lend, pledge, or otherwise dispose of and deal in and with shares or other interests in or obligations of any other entity;   (7) to make contracts and guarantees, incur liabilities, borrow money, issue its notes, bonds, and other securities and obligations, which may be convertible into or include the option to purchase other securities of the corporation, and secure any of its obligations by mortgage or pledge of any of its property, franchises, or income;   (8) to lend money, invest and reinvest its funds, and receive and hold real and personal property as security for repayment;   (9) to be a promoter, partner, member, associate, or manager of any partnership, joint venture, trust, or other entity;   (10) to conduct its business, locate offices, and exercise the powers granted by this chapter within or outside this state;   (11) to elect directors and appoint officers, employees, and agents of the corporation, define their duties, fix their compensation, and lend them money and credit;   (12) to pay pensions and establish pension plans, pension trusts, profit sharing plans, share bonus plans, share option plans, and benefit or incentive plans for any or all of its current or former directors, officers, employees, and agents;   (13) to make donations for the public welfare or for charitable, scientific, or educational purposes;   (14) to transact any lawful business that will aid governmental policy; and   (15) to make payments or donations or do any other act not inconsistent with law that furthers the business and affairs of the corporation.   History: En. Sec. 36, Ch. 271, L. 2019.
MT Code § 35-14-303 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 3. Purposes and Powers|35-14-303. Emergency powers

  35-14-303. Emergency powers. (1) In anticipation of or during an emergency as provided in subsection (4), the board of directors of a corporation may:   (a) modify lines of succession to accommodate the incapacity of any director, officer, employee, or agent; and   (b) relocate the principal office, designate alternative principal offices or regional offices, or authorize the officers to do so.   (2) During an emergency as provided in subsection (4), unless emergency bylaws provide otherwise:   (a) notice of a meeting of the board of directors must be given only to those directors whom it is practicable to reach and may be given in any practicable manner; and   (b) one or more officers of the corporation present at a meeting of the board of directors may be considered to be directors for the meeting, in order of rank and within the same rank in order of seniority, as necessary to achieve a quorum.   (3) Corporate action taken in good faith during an emergency under this section to further the ordinary business affairs of the corporation:   (a) binds the corporation; and   (b) may not be used to impose liability on a director, officer, employee, or agent.   (4) An emergency exists for purposes of this section if a quorum of the board of directors cannot readily be assembled because of some catastrophic event.   History: En. Sec. 37, Ch. 271, L. 2019.
MT Code § 35-14-304 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 3. Purposes and Powers|35-14-304. Lack of power to act

  35-14-304. Lack of power to act. (1) Except as provided in subsection (2), the validity of corporate action may not be challenged on the grounds that the corporation lacks or lacked power to act.   (2) A corporation's power to act may be challenged:   (a) in a proceeding by a shareholder against the corporation to enjoin the act;   (b) in a proceeding by the corporation, directly, derivatively, or through a receiver, trustee, or other legal representative, against an incumbent or former director, officer, employee, or agent of the corporation; or   (c) in a proceeding by the attorney general under 35-14-1430.   (3) In a shareholder's proceeding under subsection (2)(a) to enjoin an unauthorized corporate act, the court may enjoin or set aside the act, if equitable and if all affected persons are parties to the proceeding, and may award damages for loss, other than anticipated profits, suffered by the corporation or another party because of enjoining the unauthorized act.   History: En. Sec. 38, Ch. 271, L. 2019.
MT Code § 35-14-402 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 4. Corporate Name|35-14-402. Reserved name

  35-14-402. Reserved name. (1) A person may reserve the exclusive use of a corporate name, including a fictitious or alternate name for a foreign corporation whose corporate name is not available, by delivering an application to the secretary of state for filing. The application must 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, the secretary of state shall reserve the name for the applicant's exclusive use for a nonrenewable 120-day period.   (2) The owner of a reserved corporate name may transfer the reservation to another person by delivering to the secretary of state a signed notice of the transfer that states the name and address of the transferee.   History: En. Sec. 40, Ch. 271, L. 2019.
MT Code § 35-14-403 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 4. Corporate Name|35-14-403. Registered name

  35-14-403. Registered name. (1) A foreign corporation may register its corporate name, or its corporate name with the addition of any word or abbreviation listed in 35-14-401(1)(a) if necessary for the corporate name to comply with 35-14-401(1)(a), if the name is distinguishable in the records of the secretary of state from the corporate names that are not available under 35-14-401(2).   (2) A foreign corporation registers its corporate name, or its corporate name with any addition permitted by subsection (1), by delivering to the secretary of state for filing an application setting forth that name, the state or country and date of its incorporation, and a brief description of the nature of the business that is to be conducted in this state.   (3) The name is registered for the applicant's exclusive use on the effective date of the application and for the remainder of the calendar year unless renewed.   (4) A foreign corporation whose name registration is effective may renew it for successive years by delivering to the secretary of state for filing a renewal application that complies with the requirements of subsection (2) between October 1 and December 31 of each year the registration is effective. The renewal application when filed renews the registration for the following calendar year.   (5) A foreign corporation whose name registration is effective may:   (a) register to do business as a foreign corporation under the registered name if it complies with 35-14-401(1)(b); or   (b) consent in writing to the use of that name by a domestic corporation subsequently incorporated under this chapter or by another foreign corporation. The registration terminates when the domestic corporation is incorporated or the foreign corporation registers to do business under that name.   History: En. Sec. 41, Ch. 271, L. 2019.
MT Code § 35-14-501 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 5. Office and Agent|35-14-501. Registered office and agent -- domestic and registered foreign corporations

  35-14-501. Registered office and agent -- domestic and registered foreign corporations. (1) Each corporation shall continuously maintain in this state a registered office and a registered agent in compliance with Title 35, chapter 7.   (2) As used in this part, "corporation" means both a domestic corporation and a registered foreign corporation.   History: En. Sec. 42, Ch. 271, L. 2019.
MT Code § 35-14-502 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 5. Office and Agent|35-14-502. Change -- registered office -- registered agent

  35-14-502. Change -- registered office -- registered agent. A corporation may change its registered office or registered agent in compliance with Title 35, chapter 7.   History: En. Sec. 43, Ch. 271, L. 2019.
MT Code § 35-14-503 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 5. Office and Agent|35-14-503. Resignation -- registered agent

  35-14-503. Resignation -- registered agent. A registered agent may resign as agent for a corporation in compliance with Title 35, chapter 7.   History: En. Sec. 44, Ch. 271, L. 2019.
MT Code § 35-14-504 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 5. Office and Agent|35-14-504. Service on corporation

  35-14-504. Service on corporation. (1) A corporation's registered agent is the corporation's agent for service of process, notice, or demand required or permitted by law to be served on the corporation.   (2) If a corporation does not have a registered agent or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary at the corporation's principal office. Service is perfected under this subsection at the earliest of:   (a) the date the corporation receives the mail;   (b) the date shown on the return receipt if signed on behalf of the corporation; or   (c) 5 days after its deposit in the United States mail, as evidenced by the postmark, if mailed postpaid and correctly addressed.   (3) If process, notice, or demand cannot be served on a corporation pursuant to subsection (1) or (2) or is to be served on a registered foreign corporation that has withdrawn its registration pursuant to 35-14-1507 or 35-14-1509 or the registration of which has been terminated pursuant to 35-14-1511, then the secretary of state is an agent of the corporation on whom process, notice, or demand may be served. Service of any process, notice, or demand on the secretary of state as agent for a corporation may be made by delivering to the secretary of state duplicate copies of the process, notice, or demand. If process, notice, or demand is served on the secretary of state, the secretary of state shall forward one of the copies by registered or certified mail, return receipt requested, to the corporation at the last address shown in the records of the secretary of state. Service is effected under this subsection at the earliest of:   (a) the date the corporation receives the process, notice, or demand;   (b) the date shown on the return receipt if signed on behalf of the corporation; or   (c) 5 days after the process, notice, or demand is deposited in the United States mail by the secretary of state.   (4) This section does not prescribe the only means or necessarily the required means of serving a corporation.   History: En. Sec. 45, Ch. 271, L. 2019.
MT Code § 35-14-601 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 6. Shares and Distributions|35-14-601. Authorized shares

  35-14-601. Authorized shares. (1) The articles of incorporation must set forth any classes of shares and series of shares within a class, and the number of shares of each class and series, that the corporation is authorized to issue. If more than one class or series of shares is authorized, the articles of incorporation must prescribe a distinguishing designation for each class or series and, before the issuance of shares of a class or series, describe the terms, including the preferences, rights, and limitations, of that class or series. Except to the extent varied as permitted by this section, all shares of a class or series must have terms, including preferences, rights, and limitations, that are identical with those of other shares of the same class or series.   (2) The articles of incorporation must authorize:   (a) one or more classes or series of shares that together have full voting rights; and   (b) one or more classes or series of shares, which may be the same class, classes, or series as those with voting rights, that together are entitled to receive the net assets of the corporation on dissolution.   (3) The articles of incorporation may authorize one or more classes or series of shares that:   (a) have special, conditional, or limited voting rights or no right to vote, except to the extent otherwise provided by this chapter;   (b) are redeemable or convertible as specified in the articles of incorporation:   (i) at the option of the corporation, the shareholder, or another person or on the occurrence of a specified event;   (ii) for cash, indebtedness, securities, or other property; and   (iii) at prices and in amounts specified or determined in accordance with a formula;   (c) entitle the holders to distributions calculated in any manner, including dividends that may be cumulative, noncumulative, or partially cumulative; or   (d) have preference over any other class or series of shares with respect to distributions, including distributions on the dissolution of the corporation.   (4) Terms of shares may be made dependent on facts objectively ascertainable outside the articles of incorporation in accordance with 35-14-120(11).   (5) Any of the terms of shares may vary among holders of the same class or series so long as the variations are expressly set forth in the articles of incorporation.   (6) The description of the preferences, rights, and limitations of classes or series of shares in subsection (3) is not exhaustive.   History: En. Sec. 46, Ch. 271, L. 2019.
MT Code § 35-14-602 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 6. Shares and Distributions|35-14-602. Terms of class or series -- determination by board of directors

  35-14-602. Terms of class or series -- determination by board of directors. (1) If the articles of incorporation so provide, the board of directors is authorized, without shareholder approval, to:   (a) classify any unissued shares into one or more classes or into one or more series within a class;   (b) reclassify any unissued shares of any class into one or more classes or into one or more series within one or more classes; or   (c) reclassify any unissued shares of any series of any class into one or more classes or into one or more series within a class.   (2) If the board of directors acts pursuant to subsection (1), it shall determine the terms, including the preferences, rights, and limitations, to the same extent permitted under 35-14-601, of:   (a) any class of shares before the issuance of any shares of that class; or   (b) any series within a class before the issuance of any shares of that series.   (3) Before issuing any shares of a class or series created under this section, the corporation shall deliver to the secretary of state for filing articles of amendment setting forth the terms determined under subsection (2).   History: En. Sec. 47, Ch. 271, L. 2019.
MT Code § 35-14-603 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 6. Shares and Distributions|35-14-603. Issued and outstanding shares

  35-14-603. Issued and outstanding shares. (1) A corporation may issue the number of shares of each class or series authorized by the articles of incorporation. Shares that are issued are outstanding shares until they are reacquired, redeemed, converted, or canceled.   (2) The reacquisition, redemption, or conversion of outstanding shares is subject to the limitations of subsection (3) and to 35-14-640.   (3) At all times that shares of the corporation are outstanding, one or more shares that together have full voting rights and one or more shares that together are entitled to receive the net assets of the corporation upon dissolution must be outstanding.   History: En. Sec. 48, Ch. 271, L. 2019.
MT Code § 35-14-604 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 6. Shares and Distributions|35-14-604. Fractional shares

  35-14-604. Fractional shares. (1) A corporation may issue fractions of a share or in lieu of doing so may:   (a) pay in cash the value of fractions of a share;   (b) issue scrip in registered or bearer form entitling the holder to receive a full share on surrendering enough scrip to equal a full share; or   (c) arrange for disposition of fractional shares by the holders of those shares.   (2) Each certificate representing scrip must be conspicuously labeled "scrip" and must contain the information required by 35-14-625(2).   (3) The holder of a fractional share is entitled to exercise the rights of a shareholder, including the rights to vote, to receive dividends, and to receive distributions upon dissolution. The holder of scrip is not entitled to any of these rights unless the scrip provides for them.   (4) The board of directors may authorize the issuance of scrip subject to any condition, including that:   (a) the scrip will become void if not exchanged for full shares before a specified date; and   (b) the shares for which the scrip is exchangeable may be sold and the proceeds paid to the scripholders.   History: En. Sec. 49, Ch. 271, L. 2019.
MT Code § 35-14-605 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 6. Shares and Distributions|35-14-605. through 35-14-619 reserved

  35-14-605 through 35-14-619 reserved.
MT Code § 35-14-620 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 6. Shares and Distributions|35-14-620. Subscription for shares -- before incorporation

  35-14-620. Subscription for shares -- before incorporation. (1) A subscription for shares entered into before incorporation is irrevocable for 6 months unless the subscription agreement provides a longer or shorter period or all the subscribers agree to revocation.   (2) The board of directors may determine the payment terms of subscriptions for shares that were entered into before incorporation unless the subscription agreement specifies them. A call for payment by the board of directors must be uniform so far as practicable as to all shares of the same class or series unless the subscription agreement specifies otherwise.   (3) Shares issued pursuant to subscriptions entered into before incorporation are fully paid and nonassessable when the corporation receives the consideration specified in the subscription agreement.   (4) If a subscriber defaults in payment of cash or property under a subscription agreement entered into before incorporation, the corporation may collect the amount owed as any other debt. Alternatively, unless the subscription agreement provides otherwise, the corporation may rescind the agreement and may sell the shares if the debt remains unpaid for more than 20 days after the corporation delivers a written demand for payment to the subscriber.   History: En. Sec. 50, Ch. 271, L. 2019.