reglab/housing_qa huggingface dataset:
AR Code § 4-27-1432 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 14 - Dissolution|Part C - : Judicial Dissolution|§ 4-27-1432. Receivership or custodianship

 (a) A court in a judicial proceeding brought to dissolve a corporation may appoint one (1) or more receivers to wind up and liquidate, or one (1) or more custodians to manage, the business and affairs of the corporation. The court shall hold a hearing, after notifying all parties to the proceeding and any interested persons designated by the court, before appointing a receiver or custodian. The court appointing a receiver or custodian has exclusive jurisdiction over the corporation and all of its property wherever located.  (b) The court may appoint an individual or a domestic or foreign corporation (authorized to transact business in this state) as a receiver or custodian. The court may require the receiver or custodian to post bond, with or without sureties, in an amount the court directs.  (c) The court shall describe the powers and duties of the receiver or custodian in its appointing order, which may be amended from time to time. Among other powers:  (1) the receiver (i) may dispose of all or any part of the assets of the corporation wherever located, at a public or private sale, if authorized by the court; and (ii) may sue and defend in his own name as receiver of the corporation in all courts of this state;  (2) the custodian may exercise all of the powers of the corporation, through or in place of its board of directors or officers, to the extent necessary to manage the affairs of the corporation in the best interests of its shareholders and creditors.    (d) The court during a receivership may redesignate the receiver a custodian, and during a custodianship may redesignate the custodian a receiver, if doing so is in the best interests of the corporation, its shareholders, and creditors.  (e) The court from time to time during the receivership or custodianship may order compensation paid and expense disbursements or reimbursements made to the receiver or custodian and his counsel from the assets of the corporation or proceeds from the sale of the assets.
AR Code § 4-27-1433 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 14 - Dissolution|Part C - : Judicial Dissolution|§ 4-27-1433. Decree of dissolution

 (a) If after a hearing the court determines that one (1) or more grounds for judicial dissolution described in § 4-27-1430 exist, it may enter a decree dissolving the corporation and specifying the effective date of the dissolution, and the clerk of the court shall deliver a certified copy of the decree to the Secretary of State, who shall file it.  (b) After entering the decree of dissolution, the court shall direct the winding up and liquidation of the corporation's business and affairs in accordance with § 4-27-1405 and the notification of claimants in accordance with §§ 4-27-1406 and 4-27-1407.
AR Code § 4-27-1440 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 14 - Dissolution|Part D - : Miscellaneous|§ 4-27-1440. Deposit with Treasurer of State

 Assets of a dissolved corporation that should be transferred to a creditor, claimant, or shareholder of the corporation who cannot be found or who is not competent to receive them shall be reduced to cash and deposited with the Treasurer of State or other appropriate state official for safekeeping. When the creditor, claimant, or shareholder furnishes satisfactory proof of entitlement to the amount deposited, the Treasurer of State or other appropriate state official shall pay him or his representative that amount.
AR Code § 4-27-1501 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part A - : Certificate of Authority|§ 4-27-1501. Authority to transact business required

 (a) A foreign corporation may not transact business in this state until it obtains a certificate of authority from the Secretary of State.  (b) The following activities, among others, do not constitute transacting business within the meaning of subsection (a) of this section:  (1) Maintaining, defending, or settling any proceeding;  (2) Holding meetings of the board of directors or shareholders, or carrying on other activities concerning internal corporate affairs;  (3) Maintaining bank accounts;  (4) Maintaining offices or agencies for the transfer, exchange, and registration of the corporation's own securities or maintaining trustees or depositaries with respect to those securities;  (5) Selling through independent contractors;  (6) Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts;  (7) Creating or acquiring indebtedness, mortgages, and security interests in real or personal property;  (8) Securing or collecting debts or enforcing mortgages and security interests in property securing the debts;  (9) Owning, without more, real or personal property;  (10) Conducting an isolated transaction that is completed within thirty (30) days and that is not one in the course of repeated transactions of a like nature;  (11) Transacting business in interstate commerce.    (c) The list of activities in subsection (b) of this section is not exhaustive.
AR Code § 4-27-1502 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part A - : Certificate of Authority|§ 4-27-1502. Consequences of transacting business without authority

 (a) A foreign corporation transacting business in this state without a certificate of authority may not maintain a proceeding in any court in this state until it obtains a certificate of authority.  (b) The successor to a foreign corporation that transacted business in this state without a certificate of authority and the assignee of a cause of action arising out of that business may not maintain a proceeding based on that cause of action in any court in this state until the foreign corporation or its successor obtains a certificate of authority.  (c) A court may stay a proceeding commenced by a foreign corporation, its successor, or assignee until it determines whether the foreign corporation or its successor requires a certificate of authority. If it so determines, the court may further stay the proceeding until the foreign corporation or its successor obtains the certificate.  (d)  (1)  (A) A foreign corporation that transacts business in this state without a certificate of authority shall pay a civil penalty to the state for each year and partial year during which it transacts business in this state without a certificate of authority.  (B) The penalty shall be the total of all fees imposed by this chapter upon a foreign corporation that properly obtains and renews a certificate of authority and all penalties imposed by this chapter for the failure to obtain or renew a certificate of authority.    (2) In addition to the penalty imposed under subdivision (d)(1) of this section, a foreign corporation that transacts business in this state without a certificate of authority shall pay a civil penalty to the state not to exceed five thousand dollars ($5,000) for each year and partial year during which it transacted business without a certificate of authority, beginning with the date it began transacting business in this state and ending on the date it obtains a certificate of authority.  (3)  (A) The penalties imposed by this subsection may be recovered in a suit brought by the Secretary of State.  (B)  (i) In addition to any civil penalty, if the court finds that a foreign corporation has transacted business in violation of this chapter, then the court shall issue an injunction restraining the foreign corporation from any further transactions or the exercise of any rights and privileges in this state.  (ii) The injunction shall remain in effect until:  (a) All civil penalties and any interest and court costs assessed by the court have been paid; and  (b) The foreign corporation has complied with the provisions of this subchapter.          (e) The failure of a foreign corporation to obtain a certificate of authority does not impair the validity of its corporate acts or prevent it from defending any proceeding in this state.
AR Code § 4-27-1503 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part A - : Certificate of Authority|§ 4-27-1503. Application for certificate of authority

 (a) A foreign corporation may apply for a certificate of authority to transact business in this state by delivering an application to the Secretary of State for filing. The application must set forth:  (1) the name of the foreign corporation or, if its name is unavailable for use in this state, a corporate name that satisfies the requirements of § 4-27-1506;  (2) the name of the state or country under whose law it is incorporated;  (3) its date of incorporation and period of duration;  (4) the street address of its principal office;  (5) the information required by § 4-20-105(a); and  (6) the number and par value, if any, of shares of the corporation's capital stock owned or to be owned by residents of this state.    (b) The foreign corporation shall deliver with the completed application a certificate of existence (or a document of similar import) duly authenticated by the Secretary of State or other official having custody of corporate records in the state or country under whose law it is incorporated.
AR Code § 4-27-1504 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part A - : Certificate of Authority|§ 4-27-1504. Amended certificate of authority

 (a) A foreign corporation authorized to transact business in this state must obtain an amended certificate of authority from the Secretary of State if it changes:  (1) its corporate name;  (2) the period of its duration;  (3) any of the information required by § 4-20-105(a); or  (4) the state or country of its incorporation.    (b) The requirements of § 4-27-1503 for obtaining an original certificate of authority apply to obtaining an amended certificate under this section.
AR Code § 4-27-1505 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part A - : Certificate of Authority|§ 4-27-1505. Effect of certificate of authority

 (a) A certificate of authority authorizes the foreign corporation to which it is issued to transact business in this state subject, however, to the right of the state to revoke the certificate as provided in this chapter.  (b) A foreign corporation with a valid certificate of authority has the same but no greater rights and has the same but no greater privileges as, and except as otherwise provided by this chapter, is subject to the same duties, restrictions, penalties, and liabilities now or later imposed on, a domestic corporation of like character.  (c) This chapter does not authorize this state to regulate the organization or internal affairs of a foreign corporation authorized to transact business in this state.
AR Code § 4-27-1510 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part A - : Certificate of Authority|§ 4-27-1510. Service on foreign corporation

 (a) The registered agent of a foreign corporation authorized to transact business in this state is the corporation's agent for service of process, notice, or demand required or permitted by law to be served on the foreign corporation.  (b) A foreign corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary of the foreign corporation at its principal office shown in its application for a certificate of authority or in its most recent annual franchise tax report if the foreign corporation:  (1) has no registered agent or its registered agent cannot with reasonable diligence be served;  (2) has withdrawn from transacting business in this state under § 4-27-1520; or  (3) has had its certificate of authority revoked under § 4-27-1531.    (c) Service is perfected under subsection (b) of this section at the earliest of:  (1) the date the foreign corporation receives the mail;  (2) the date shown on the return receipt, if signed on behalf of the foreign corporation; or  (3) five (5) days after its deposit in the United States mail, as evidenced by the postmark, if mailed postpaid and correctly addressed.    (d) This section does not prescribe the only means, or necessarily the required means, of serving a foreign corporation.
AR Code § 4-27-1520 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part B - : Withdrawal|§ 4-27-1520. Withdrawal of foreign corporation

 (a) A foreign corporation authorized to transact business in this state may not withdraw from this state until it obtains a certificate of withdrawal from the Secretary of State.  (b) A foreign corporation authorized to transact business in this state may apply for a certificate of withdrawal by delivering an application to the Secretary of State for filing. The application must set forth:  (1) the name of the foreign corporation and the name of the state or country under whose law it is incorporated;  (2) that it is not transacting business in this state and that it surrenders its authority to transact business in this state;  (3) that it revokes the authority of its registered agent to accept service on its behalf and appoints the Secretary of State as its agent for service of process in any proceeding based on a cause of action arising during the time it was authorized to transact business in this state;  (4) a mailing address to which the Secretary of State may mail a copy of any process served on him under subdivision (b)(3) of this section; and  (5) a commitment to notify the Secretary of State in the future of any change in its mailing address.    (c) After the withdrawal of the corporation is effective, service of process on the Secretary of State under this section is service on the foreign corporation. Upon receipt of process, the Secretary of State shall mail a copy of the process to the foreign corporation at the mailing address set forth under subsection (b) of this section.
AR Code § 4-27-1530 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part C - : Revocation of Certificate of Authority|§ 4-27-1530. Grounds for revocation. [Effective until May 1, 2021.]

 The Secretary of State may commence a proceeding under § 4-27-1531 to revoke the certificate of authority of a foreign corporation authorized to transact business in this state if:   (1) the foreign corporation does not deliver its annual franchise tax report to the Secretary of State within sixty (60) days after it is due;  (2) the foreign corporation does not pay within sixty (60) days after they are due any franchise taxes or penalties imposed by this chapter or other law;  (3) the foreign corporation is without a registered agent in this state for sixty (60) days or more;  (4) the foreign corporation does not file an appropriate notice with the Secretary of State within sixty (60) days of the change or resignation of the foreign corporation's registered agent;  (5) an incorporator, director, officer, or agent of the foreign corporation signed a document he or she knew was false in any material respect with intent that the document be delivered to the Secretary of State for filing;  (6) the Secretary of State receives a duly authenticated certificate from the Secretary of State or other official having custody of corporate records in the state or country under whose law the foreign corporation is incorporated stating that it has been dissolved or disappeared as the result of a merger.
AR Code § 4-27-1530 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part C - : Revocation of Certificate of Authority|§ 4-27-1530. Grounds for revocation. [Effective May 1, 2021.]

 The Secretary of State may commence a proceeding under § 4-27-1531 to revoke the certificate of authority of a foreign corporation authorized to transact business in this state if:   (1) the foreign corporation does not deliver its annual franchise tax report to the Department of Finance and Administration within sixty (60) days after it is due;  (2) the foreign corporation does not pay within sixty (60) days after they are due any franchise taxes or penalties imposed by this chapter or other law;  (3) the foreign corporation is without a registered agent in this state for sixty (60) days or more;  (4) the foreign corporation does not file an appropriate notice with the Secretary of State within sixty (60) days of the change or resignation of the foreign corporation's registered agent;  (5) an incorporator, director, officer, or agent of the foreign corporation signed a document he or she knew was false in any material respect with intent that the document be delivered to the Secretary of State for filing;  (6) the Secretary of State receives a duly authenticated certificate from the Secretary of State or other official having custody of corporate records in the state or country under whose law the foreign corporation is incorporated stating that it has been dissolved or disappeared as the result of a merger.
AR Code § 4-27-1531 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part C - : Revocation of Certificate of Authority|§ 4-27-1531. Procedure for and effect of revocation

 (a) If the Secretary of State determines that one (1) or more grounds exist under § 4-27-1530 for revocation of a certificate of authority, he shall serve the foreign corporation with written notice of his determination under § 4-27-1510.  (b) If the foreign corporation does not correct each ground for revocation or demonstrate to the reasonable satisfaction of the Secretary of State that each ground determined by the Secretary of State does not exist within sixty (60) days after service of the notice is perfected under § 4-27-1510, the Secretary of State may revoke the foreign corporation's certificate of authority by signing a certificate of revocation that recites the ground or grounds for revocation and its effective date. The Secretary of State shall file the original of the certificate and serve a copy on the foreign corporation under § 4-27-1510.  (c) The authority of a foreign corporation to transact business in this state ceases on the date shown on the certificate revoking its certificate of authority.  (d) The Secretary of State's revocation of a foreign corporation's certificate of authority appoints the Secretary of State the foreign corporation's agent for service of process in any proceeding based on a cause of action which arose during the time the foreign corporation was authorized to transact business in this state. Service of process on the Secretary of State under this subsection is service on the foreign corporation. Upon receipt of process, the Secretary of State shall mail a copy of the process to the secretary of the foreign corporation at its principal office shown in its most recent annual franchise tax report or in any subsequent communication received from the corporation stating the current mailing address of its principal office, or, if none are on file, in its application for a certificate of authority.  (e) Revocation of a foreign corporation's certificate of authority does not terminate the authority of the registered agent of the corporation.
AR Code § 4-27-1532 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 15 - Foreign Corporations|Part C - : Revocation of Certificate of Authority|§ 4-27-1532. Appeal from revocation

 (a) A foreign corporation may appeal the Secretary of State's revocation of its certificate of authority to the Pulaski County Circuit Court within thirty (30) days after service of the certificate of revocation is perfected under § 4-27-1510. The foreign corporation appeals by petitioning the court to set aside the revocation and attaching to the petition copies of its certificate of authority and the Secretary of State's certificate of revocation.  (b) The court may summarily order the Secretary of State to reinstate the certificate of authority or may take any other action the court considers appropriate.  (c) The court's final decision may be appealed as in other civil proceedings.
AR Code § 4-27-1601 (2020)
2020 Arkansas Code|Title 4 - Business and Commercial Law|Subtitle 3 - Corporations and Associations|Chapter 27 - Business Corporation Act of 1987|Subchapter 16 - Records and Reports|Part A - : Records|§ 4-27-1601. Corporate records. [Effective until May 1, 2021.]

 (a) A corporation shall keep as permanent records minutes of all meetings of its shareholders and board of directors, a record of all actions taken by the shareholders or board of directors without a meeting, and a record of all actions taken by a committee of the board of directors in place of the board of directors on behalf of the corporation.  (b) A corporation shall maintain appropriate accounting records.  (c) A corporation or its agent shall maintain a record of its shareholders, in a form that permits preparation of a list of the names and addresses of all shareholders, in alphabetical order by class of shares showing the number and class of shares held by each.  (d) A corporation shall maintain its records in written form or in another form capable of conversion into written form within a reasonable time.  (e) A corporation shall keep a copy of the following records at its principal office:  (1) its articles or restated articles of incorporation and all amendments to them currently in effect;  (2) its bylaws or restated bylaws and all amendments to them currently in effect;  (3) resolutions adopted by its board of directors creating one (1) or more classes or series of shares, and fixing their relative rights, preferences, and limitations, if shares issued pursuant to those resolutions are outstanding;  (4) the minutes of all shareholders' meetings, and records of all action taken by shareholders without a meeting, for the past three (3) years;  (5) all written communications to shareholders generally within the past three (3) years, including the financial statements furnished for the past three (3) years under § 4-27-1620;  (6) a list of the names and business addresses of its current directors and officers; and  (7) its most recent annual franchise tax report delivered to the Secretary of State under § 4-27-1622.