reglab/housing_qa huggingface dataset:
WA Rev Code § 24.06.035 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.035 - Nonprofit status—Members', officers' immunity from liability.

RCW 24.06.035 Nonprofit status—Members', officers' immunity from liability.(1) A corporation subject to the provisions of this chapter shall not engage in any business, trade, a vocation or profession for profit: PROVIDED, That nothing contained herein shall be construed to forbid such a corporation from accumulating reserve, equity, surplus or other funds through subscriptions, fees, dues or assessments, or from charges made its members or other persons for services rendered or supplies or benefits furnished, or from distributing its surplus funds to its members, stockholders or other persons in accordance with the provisions of the articles of incorporation. A member of the board of directors or an officer of such a corporation shall have the same immunity from liability as is granted in RCW 4.24.264.(2) Unless the articles of incorporation provide otherwise, a member of the board of directors or an officer of the corporation is not individually liable to the corporation or its shareholders or members in their capacity as shareholders or members for conduct within his or her official capacity as a director or officer after July 22, 2001, except for acts or omissions that involve intentional misconduct or a knowing violation of the law, or that involve a transaction from which the director or officer will personally receive a benefit in money, property, or services to which the director or officer is not legally entitled. Nothing in this subsection may be construed to limit or modify in any manner the power of the attorney general to bring an action on behalf of the public to enjoin, correct, or otherwise remedy a breach of a charitable trust by a corporation or its directors or officers.[ 2001 c 271 § 4; 1987 c 212 § 709; 1969 ex.s. c 120 § 7.]
WA Rev Code § 24.06.040 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.040 - Defense of ultra vires.

RCW 24.06.040 Defense of ultra vires.No act of a corporation and no conveyance or transfer of real or personal property to or by a corporation shall be invalid by reason of the fact that the corporation was without capacity or power to do such act or to make or receive such conveyance or transfer, but such lack of capacity or power may be asserted:(1) In a proceeding by a member, shareholder or a director against the corporation to enjoin the doing or continuation of unauthorized acts or the transfer of real or personal property by or to the corporation. If the unauthorized acts or transfer sought to be enjoined are being, or are to be, performed pursuant to any contract to which the corporation is a party, the court may, if all of the parties to the contract are parties to the proceeding and if it deems the same to be equitable, set aside and enjoin the performance of such contract, and in so doing may allow to the corporation or the other parties to the contract, as the case may be, compensation for the loss or damage sustained by either of them which may result from the action of the court in setting aside and enjoining the performance of such contract: PROVIDED, That anticipated profits to be derived from the performance of the contract shall not be awarded by the court as a loss or damage sustained.(2) In a proceeding by the corporation, whether acting directly or through a receiver, trustee, or other legal representative, or through members or shareholder in a representative suit, against the officers or directors of the corporation for exceeding their authority.(3) In a proceeding by the attorney general, as provided in this chapter, to dissolve the corporation, or in a proceeding by the attorney general to enjoin the corporation from performing unauthorized acts, or in any other proceeding by the attorney general.[ 1969 ex.s. c 120 § 8.]
WA Rev Code § 24.06.043 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.043 - Indemnification of agents of any corporation authorized.

RCW 24.06.043 Indemnification of agents of any corporation authorized.See RCW 23B.17.030.
WA Rev Code § 24.06.045 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.045 - Corporate name.

RCW 24.06.045 Corporate name.The corporate name must comply with the requirements of Article 3 of chapter 23.95 RCW.[ 2015 c 176 § 4103; 1998 c 102 § 4; 1995 c 337 § 22; 1994 c 211 § 1307; 1987 c 55 § 41; 1982 c 35 § 121; 1973 c 113 § 1; 1969 ex.s. c 120 § 9.]NOTES:Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.Effective date—1995 c 337: "This act is necessary for the immediate preservation of the public peace, health, or safety, or support of the state government and its existing public institutions, and shall take effect July 1, 1995." [ 1995 c 337 § 23.]Effective date—1994 c 211: See note following RCW 18.04.025.Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.Corporate name of foreign corporation: RCW 24.06.350.
WA Rev Code § 24.06.046 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.046 - Reservation of exclusive right to use corporate name.

RCW 24.06.046 Reservation of exclusive right to use corporate name.The exclusive right to the use of a corporate name may be reserved in accordance with RCW 23.95.310.[ 2015 c 176 § 4104; 1993 c 356 § 13; 1982 c 35 § 122.]NOTES:Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.Effective date—1993 c 356: See note following RCW 24.03.046.Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.
WA Rev Code § 24.06.047 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.047 - Registration of corporate name.

RCW 24.06.047 Registration of corporate name.Any corporation, organized and existing under the laws of any state or territory of the United States[,] may register its corporate name in accordance with RCW 23.95.315.[ 2015 c 176 § 4105; 1994 c 211 § 1308; 1993 c 356 § 14; 1987 c 55 § 42; 1982 c 35 § 123.]NOTES:Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.Effective date—1994 c 211: See note following RCW 18.04.025.Effective date—1993 c 356: See note following RCW 24.03.046.Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.
WA Rev Code § 24.06.048 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.048 - Renewal of registration of corporate name.

RCW 24.06.048 Renewal of registration of corporate name.A corporation[,] which has in effect a registration of its corporate name, may renew such registration in accordance with RCW 23.95.315.[ 2015 c 176 § 4106; 1982 c 35 § 124.]NOTES:Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.
WA Rev Code § 24.06.050 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.050 - Registered agent.

RCW 24.06.050 Registered agent.Each domestic corporation and foreign corporation authorized to do business in this state shall have and continuously maintain in this state a registered agent in accordance with Article 4 of chapter 23.95 RCW.[ 2015 c 176 § 4107; 2009 c 202 § 2; 1993 c 356 § 15; 1982 c 35 § 125; 1969 ex.s. c 120 § 10.]NOTES:Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.Effective date—1993 c 356: See note following RCW 24.03.046.Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.
WA Rev Code § 24.06.055 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.055 - Change of registered agent.

RCW 24.06.055 Change of registered agent.A corporation may change its registered agent by delivering to the secretary of state for filing a statement of change in accordance with RCW 23.95.430.Any registered agent of a corporation may resign as agent by delivering to the secretary of state for filing a statement of resignation in accordance with RCW 23.95.445.[ 2015 c 176 § 4108; 2011 c 336 § 661; 1993 c 356 § 16; 1982 c 35 § 126; 1969 ex.s. c 120 § 11.]NOTES:Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.Effective date—1993 c 356: See note following RCW 24.03.046.Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.
WA Rev Code § 24.06.060 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.060 - Service of process on corporation.

RCW 24.06.060 Service of process on corporation.Service of any process, notice or demand required or permitted by law to be served upon the corporation may be made in accordance with RCW 23.95.450.[ 2015 c 176 § 4109; 1982 c 35 § 127; 1969 ex.s. c 120 § 12.]NOTES:Effective date—Contingent effective date—2015 c 176: See note following RCW 23.95.100.Intent—Severability—Effective dates—Application—1982 c 35: See notes following RCW 43.07.160.
WA Rev Code § 24.06.065 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.065 - Members.

RCW 24.06.065 Members.A corporation may have one or more classes of members. The designation of such class or classes, the manner of election, appointment or admission to membership, and the qualifications, responsibilities and rights of the members of each class shall be set forth in the articles of incorporation. A corporation may issue certificates evidencing membership therein. Certificates may be assigned by a member and reacquired by the corporation under such provisions, rules and regulations as may be prescribed in the articles of incorporation. Membership may be terminated under such provisions, rules and regulations as may be prescribed in the articles of incorporation or bylaws.[ 1969 ex.s. c 120 § 13.]
WA Rev Code § 24.06.075 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.075 - Shares—Consideration, fixing.

RCW 24.06.075 Shares—Consideration, fixing.(1) Shares having a par value may be issued for such consideration expressed in dollars, not less than the par value thereof, as shall be fixed from time to time by the board of directors.(2) Shares without par value shall be issued for such consideration expressed in dollars as may be fixed from time to time by the board of directors.[ 1969 ex.s. c 120 § 15.]
WA Rev Code § 24.06.080 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.080 - Shares—Certificates.

RCW 24.06.080 Shares—Certificates.The shares of a corporation shall be represented by certificates signed by the president or vice president and the secretary or an assistant secretary of the corporation, and may be sealed with the seal of the corporation or a facsimile thereof. The signatures of the president or vice president and the secretary or assistant secretary upon a certificate may be facsimiles if the certificate is countersigned by a transfer agent, or registered by a registrar, other than the corporation itself or an employee of the corporation. In case any officer who has signed or whose facsimile signature has been placed upon such certificate shall have ceased to be such officer before such certificate is issued, it may be issued by the corporation with the same effect as if he or she were such officer at the date of its issue.Every certificate representing shares issued by a corporation which is authorized to issue shares of more than one class shall set forth upon the face or back of the certificate, or shall state that the corporation will furnish to any shareholder upon request and without charge, a full statement of the designations, preferences, limitations, and relative rights of the shares of each class authorized to be issued and, if the corporation is authorized to issue any preferred or special class in series, the variations in the relative rights and preferences between the shares of each such series so far as the same have been fixed and determined and the authority of the board of directors to fix and determine the relative rights and preferences of subsequent series.Each certificate representing shares shall state upon the face thereof:(1) That the corporation is organized under the laws of this state.(2) The name of the person to whom issued.(3) The number and class of shares, and the designation of the series, if any, which such certificate represents.(4) The par value of each share represented by such certificate, or a statement that the shares are without par value.No certificate shall be issued for any share until such share is fully paid.[ 2011 c 336 § 663; 1969 ex.s. c 120 § 16.]
WA Rev Code § 24.06.085 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.085 - Liability of shareholders, subscribers, assignees, executors, trustees, etc.

RCW 24.06.085 Liability of shareholders, subscribers, assignees, executors, trustees, etc.A holder of or subscriber to shares of a corporation shall be under no obligation to the corporation or its creditors with respect to such shares other than the obligation to pay to the corporation the full consideration for which such shares were issued or to be issued.Any person becoming an assignee or transferee of shares or of a subscription for shares in good faith and without knowledge or notice that the full consideration therefor has not been paid shall not be personally liable to the corporation or its creditors for any unpaid portion of such consideration.An executor, administrator, conservator, guardian, trustee, assignee for the benefit of creditors, or receiver shall not be personally liable to the corporation as a holder of or subscriber to shares of a corporation but the estate and funds in his or her hands shall be so liable.No pledgee or other holder of shares as collateral security shall be personally liable as a shareholder.[ 2011 c 336 § 664; 1969 ex.s. c 120 § 17.]
WA Rev Code § 24.06.090 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.090 - Preemptive share acquisition rights.

RCW 24.06.090 Preemptive share acquisition rights.The preemptive right of a shareholder to acquire unissued shares of a corporation may be limited or denied to the extent provided in the articles of incorporation.[ 1969 ex.s. c 120 § 18.]
WA Rev Code § 24.06.095 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.095 - Bylaws.

RCW 24.06.095 Bylaws.The initial bylaws of a corporation shall be adopted by its board of directors. The power to alter, amend or repeal the bylaws or adopt new bylaws shall be vested in the board of directors unless otherwise provided in the articles of incorporation or the bylaws. The bylaws may contain any provisions for the regulation and management of the affairs of a corporation not inconsistent with law or the articles of incorporation: PROVIDED, That where the bylaws of an existing corporation prohibit voting by mail, by electronic transmission, or by proxy or attorney-in-fact, and the quorum required by its bylaws for election of directors or transaction of other business has not been obtained at a shareholders' or members' meeting, for a period which includes at least two consecutive annual meeting dates, the board of directors shall have power to amend such bylaws to thereafter authorize voting by mail, by electronic transmission, or by proxy or attorney-in-fact.[ 2000 c 167 § 2; 1970 ex.s. c 78 § 1; 1969 ex.s. c 120 § 19.]
WA Rev Code § 24.06.100 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.100 - Meetings of members and shareholders.

RCW 24.06.100 Meetings of members and shareholders.Meetings of members and/or shareholders may be held at such place, either within or without this state, as may be provided in the bylaws. In the absence of any such provision, all meetings shall be held at the registered office of the corporation in this state.An annual meeting of the members and shareholders shall be held at such time as may be provided in the bylaws. Failure to hold the annual meeting at the designated time shall not work a forfeiture or dissolution of the corporation.Special meetings of the members or shareholders may be called by the president or by the board of directors. Special meetings of the members or shareholders may also be called by such other officers or persons or number or proportion of members or shareholders as may be provided in the articles of incorporation or the bylaws. In the absence of a provision fixing the number or proportion of members or shareholders entitled to call a meeting, a special meeting of members or shareholders may be called by persons having one-twentieth of the votes entitled to be cast at such meeting. Only business within the purpose or purposes described in the meeting notice required by RCW 24.06.105 may be conducted at a special meeting.If the articles of incorporation or bylaws so provide, members or shareholders may participate in any meeting of members or shareholders by any means of communication by which all persons participating in the meeting can hear each other during the meeting. A member or shareholder participating in a meeting by this means is deemed to be present in person at the meeting.[ 2001 c 271 § 5; 1969 ex.s. c 120 § 20.]
WA Rev Code § 24.06.105 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.105 - Notice of meetings.

RCW 24.06.105 Notice of meetings.Written or printed notice or, if specifically permitted by the articles of incorporation or bylaws of the corporation, notice given by electronic transmission, stating the place, day and hour of the meeting and, in case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered not less than ten nor more than fifty days before the date of the meeting, either personally or by mail or electronic transmission, by or at the direction of the president, or the secretary, or the officers or persons calling the meeting, to each member or shareholder entitled to vote at such meeting. If provided in the articles of incorporation, notice of regular meetings other than annual may be made by providing each member with the adopted schedule of regular meetings for the ensuing year at any time after the annual meeting and ten days prior to a regular meeting and at any time when requested by a member or by such other notice as may be prescribed by the bylaws. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail, addressed to the member or shareholder at his or her address as it appears on the records of the corporation, with postage thereon prepaid. If sent by electronic transmission, the notice is deemed to be delivered when sent, addressed to the member or shareholder at his or her electronic transmission address as it appears on the records of the corporation.[ 2000 c 167 § 3; 1969 ex.s. c 120 § 21.]
WA Rev Code § 24.06.115 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.115 - Quorum.

RCW 24.06.115 Quorum.The articles of incorporation or the bylaws may provide the number or percentage of votes which members or shareholders are entitled to cast in person, by mail, by electronic transmission, or by proxy, which shall constitute a quorum at meetings of shareholders or members. However, in no event shall a quorum be less than one-fourth, or in the case of consumer cooperatives, five percent, of the votes which members or shareholders are entitled to cast in person, by mail, by electronic transmission, or by proxy, at a meeting considering the adoption of a proposal which is required by the provisions of this chapter to be adopted by at least two-thirds of the votes which members or shareholders present at the meeting in person or by mail, by electronic transmission, or represented by proxy are entitled to cast. In all other matters and in the absence of any provision in the articles of incorporation or bylaws, a quorum shall consist of one-fourth, or in the case of consumer cooperatives, five percent, of the votes which members or shareholders are entitled to cast in person, by mail, by electronic transmission, or by proxy at the meeting. On any proposal on which a class of shareholders or members is entitled to vote as a class, a quorum of the class entitled to vote as such class must also be present in person, by mail, by electronic transmission, or represented by proxy.[ 2001 c 271 § 7; 2000 c 167 § 5; 1969 ex.s. c 120 § 23.]
WA Rev Code § 24.06.120 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.120 - Class voting.

RCW 24.06.120 Class voting.A class of members or shareholders shall be entitled to vote as a class upon any proposition, whether or not entitled to vote thereon by the provisions of the articles of incorporation, if the proposition would increase or decrease the rights, qualifications, limitations, responsibilities or preferences of the class as related to any other class.[ 1969 ex.s. c 120 § 24.]
WA Rev Code § 24.06.125 (2021)
2021 Revised Code of Washington|Title 24 - Corporations and Associations (Nonprofit)|Chapter 24.06 - Nonprofit Miscellaneous and Mutual Corporations Act.|24.06.125 - Board of directors.

RCW 24.06.125 Board of directors.The affairs of the corporation shall be managed by a board of directors. Directors need not be residents of this state or members or shareholders of the corporation unless the articles of incorporation or the bylaws so require. The articles of incorporation or the bylaws may prescribe other qualifications for directors.[ 1969 ex.s. c 120 § 25.]