reglab/housing_qa huggingface dataset:
Ohio Rev Code § 1701.35 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.35 | Purchase of Own Shares.

Effective: July 30, 1984|Latest Legislation:  House Bill 250 - 115th General Assembly|(A) A corporation by its directors may purchase shares of any class issued by it, in any of the following instances:(1) When the articles authorize the redemption of such shares and do not prohibit such purchase;(2) To collect or compromise a debt, claim, or controversy in good faith;(3) From a subscriber whose shares have not been paid for in full, or in settlement or compromise of a subscription;(4) For offering and sale, or the grant of options with respect thereto, to any or all of the employees of the corporation or of subsidiary corporations or to a trustee on their behalf, under any plan adopted or to be adopted by the directors for that purpose;(5) From a person who has purchased such shares from the corporation under an agreement reserving to the corporation the right to repurchase or obligating it to repurchase;(6) To avoid the issuance of or to eliminate fractional shares;(7) When the articles in substance provide that the corporation shall have a right to repurchase if and when any shareholder desires to, or on the happening of any event is required to, sell such shares;(8) From a shareholder who by reason of dissent is entitled to be paid the fair cash value of his shares;(9) When authorized by the shareholders at a meeting called for such purpose, by the affirmative vote of the holders of two-thirds of the shares of each class, regardless of limitations or restrictions in the articles on the voting rights of the shares of any such class, or if the articles so provide or permit, a greater or lesser proportion, but not less than a majority, of the shares of any class;(10) When authorized by the articles or by such vote or consent of holders of such proportion of shares, though less than a majority, of any one or more classes as is provided in the articles.(B) A corporation shall not purchase its own shares except as provided in this section, nor shall a corporation purchase or redeem its own shares if immediately thereafter its assets would be less than its liabilities plus its stated capital, if any, or if the corporation is insolvent, or if there is reasonable ground to believe that by such purchase or redemption it would be rendered insolvent.(C) Shares issued by a corporation which owns or controls shares entitling it to elect a majority of the directors of another corporation may be purchased by such last mentioned corporation only when and if such shares could be purchased by the issuing corporation pursuant to division (A)(9) or (10) of this section.
Ohio Rev Code § 1701.36 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.36 | Shares Deemed Retired.

Effective: October 11, 1955|Latest Legislation:  House Bill 70 - 101st General Assembly|(A) Whenever convertible shares are converted into shares of another class, the shares surrendered upon such conversion shall be deemed retired and shall not be reissued as convertible shares.(B) Whenever redeemable shares are redeemed, purchased, or otherwise acquired by the corporation, such shares shall be deemed retired.(C) Shares released from subscription shall be deemed retired.(D) Unless otherwise provided in the articles, the directors may retire treasury shares.
Ohio Rev Code § 1701.37 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.37 | Corporation to Keep Books and Records of Account, Minutes of Proceedings and Records of Shareholders.

Effective: May 16, 2002|Latest Legislation:  House Bill 278 - 124th General Assembly|(A) Each corporation shall keep correct and complete books and records of account, together with minutes of the proceedings of its incorporators, shareholders, directors, and committees of the directors, and records of its shareholders showing their names and addresses and the number and class of shares issued or transferred of record to or by them from time to time.(B) Upon request of any shareholder at any meeting of shareholders, there shall be produced at such meeting an alphabetically arranged list, or classified lists, of the shareholders of record as of the applicable record date, who are entitled to vote, showing their respective addresses and the number and class of shares held by each. Such list or lists when certified by the officer or agent in charge of the transfers of shares shall be prima-facie evidence of the facts shown therein. If the meeting is to be held solely or in part by means of communications equipment, then the corporation shall make the list or lists open to the examination of any shareholder or proxyholder during the whole time of the meeting on a reasonably accessible electronic network. The directors may adopt guidelines and procedures to permit the corporation to verify that any person accessing the list or lists is a shareholder or proxyholder.(C) Any shareholder of the corporation, upon written demand stating the specific purpose thereof, shall have the right to examine in person or by agent or attorney at any reasonable time and for any reasonable and proper purpose, the articles of the corporation, its regulations, its books and records of account, minutes, and records of shareholders aforesaid, and voting trust agreements, if any, on file with the corporation, and to make copies or extracts thereof. Any written demand by an acquiring person to examine the records of shareholders for the purpose of communicating with shareholders of the issuing public corporation in connection with a meeting of shareholders called pursuant to section 1701.831 of the Revised Code shall be deemed to have been made by a shareholder of the issuing public corporation for a reasonable and proper purpose.(D) Unless otherwise prohibited by law, if a shareholder has authorized the corporation to deliver notices of shareholder meetings required by section 1701.41 of the Revised Code to the shareholder by any means other than mail and has not rescinded that authorization, the corporation shall include the electronic mail address or other electronic contact information necessary to deliver the notice on any list or lists of shareholders prepared pursuant to division (B) or (C) of this section.
Ohio Rev Code § 1701.39 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.39 | Annual Meeting.

Effective: September 30, 1974|Latest Legislation:  Senate Bill 155 - 110th General Assembly|An annual meeting of shareholders for the election of directors and the consideration of reports to be laid before such meeting shall be held on a date designated by, or in the manner provided for in, the articles or in the regulations. In the absence of such designation, the annual meeting shall be held on the first Monday of the fourth month following the close of each fiscal year of the corporation. When the annual meeting is not held or directors are not elected thereat, they may be elected at a special meeting called for that purpose.
Ohio Rev Code § 1701.40 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.40 | Calling Meeting of Shareholders.

Effective: October 12, 2006|Latest Legislation:  House Bill 301 - 126th General Assembly|(A) Meetings of shareholders may be called by any of the following:(1) The chairperson of the board, the president, or, in case of the president's absence, death, or disability, the vice-president authorized to exercise the authority of the president;(2) The directors by action at a meeting, or a majority of the directors acting without a meeting;(3) Persons who hold twenty-five per cent of all shares outstanding and entitled to vote at the meeting, unless the articles, the regulations adopted by the shareholders, or the regulations adopted by the directors pursuant to division (A)(1) of section 1701.10 of the Revised Code specify for that purpose a smaller or larger proportion but not in excess of fifty per cent;(4) Such other officers or persons as the articles or the regulations authorize to call the meetings.(B) Meetings of shareholders may be held either within or without this state if so provided in the articles or the regulations. The articles or regulations may authorize the directors to determine that the meeting shall not be held at any physical place, but instead may be held solely by means of communications equipment as authorized by division (C) of this section. If the corporation is an issuing public corporation and the articles or regulations do not require that a meeting be held at a particular physical place and also authorize the directors to fix the place of the meeting, the directors may determine that the meeting shall not be held at any physical place, but instead may be held solely by means of communications equipment as authorized by division (C) of this section. In the absence of any such provision, all meetings shall be held at the principal office of the corporation in this state.(C) If authorized by the directors, the shareholders and proxyholders who are not physically present at a meeting of shareholders may attend a meeting of shareholders by use of communications equipment that enables the shareholder or proxyholder an opportunity to participate in the meeting and to vote on matters submitted to the shareholders, including an opportunity to read or hear the proceedings of the meeting and to speak or otherwise participate in the proceedings contemporaneously with those physically present. Any shareholder using communications equipment will be deemed present in person at the meeting whether the meeting is to be held at a designated place or solely by means of communications equipment. The directors may adopt guidelines and procedures for the use of communications equipment in connection with a meeting of shareholders to permit the corporation to verify that a person is a shareholder or proxyholder and to maintain a record of any vote or other action.
Ohio Rev Code § 1701.42 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.42 | Waiver of Notice.

Effective: May 16, 2002|Latest Legislation:  House Bill 278 - 124th General Assembly|Notice of the time, place, if any, and purposes of any meeting of shareholders or directors, as the case may be, whether required by law, the articles, the regulations, or (in the case of directors) the bylaws, may be waived in writing, either before or after the holding of such meeting, by any shareholder, or by any director, which writing shall be filed with or entered upon the records of the meeting. The attendance of any shareholder or any director at any such meeting without protesting, prior to or at the commencement of the meeting, the lack of proper notice shall be deemed to be a waiver by the shareholder or director of notice of such meeting. A telegram, cablegram, electronic mail, or an electronic or other transmission capable of authentication that appears to have been sent by a person described in this section and that contains a waiver by that person is a writing for the purposes of this section.
Ohio Rev Code § 1701.43 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.43 | Notice Requirements May Be Dispensed With.

Effective: October 11, 1955|Latest Legislation:  House Bill 70 - 101st General Assembly|Any requirement imposed by law, the articles, the regulations, or the bylaws, with respect to the giving or sending of any notice or communication to any shareholder or director as such whose address as it appears upon the records of the corporation is outside of the United States, may be dispensed with, and no action taken shall be affected or invalidated by the failure to give or send any such notice or communication in so far as compliance with any such requirement is at the time prohibited by, or dependent upon the obtaining of a license or consent under, any act of congress or any rules, regulations, proclamations, or executive orders issued under authority of any such act.
Ohio Rev Code § 1701.44 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.44 | Qualifications of Voters.

Effective: October 12, 2006|Latest Legislation:  House Bill 301 - 126th General Assembly|(A) Except to the extent that the voting rights of the shares of any class are increased, limited, or denied by the express terms of such shares, and except as provided in scrip issued in lieu of a certificate for a fraction of a share, each outstanding share regardless of class shall entitle the holder thereof to one vote on each matter properly submitted to the shareholders for their vote, consent, waiver, release, or other action, subject to the provisions with respect to cumulative voting in section 1701.55 of the Revised Code.(B) Unless the articles, the regulations adopted by the shareholders, the regulations adopted by the directors pursuant to division (A)(1) of section 1701.10 of the Revised Code, or the contract of subscription for shares otherwise provides, a shareholder shall be entitled to vote even though the shareholder's shares have not been fully paid, but shares upon which an installment of the consideration for such shares is overdue and unpaid shall not be voted.
Ohio Rev Code § 1701.47 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.47 | Voting by Corporations.

Effective: October 11, 1955|Latest Legislation:  House Bill 70 - 101st General Assembly|(A) When any domestic corporation, non-profit or for profit, holds shares of a domestic or foreign corporation, the chairman of the board, the president, any vice-president, the secretary, or the treasurer of the corporation holding such shares, and any such officer or cashier or trust officer of a banking or trust corporation holding shares of a domestic or foreign corporation, and any like officer of a foreign corporation, non-profit or for profit, or of a foreign banking or trust corporation, holding shares of a domestic corporation, shall conclusively be deemed to have authority to vote on behalf of the corporation holding such shares, and to appoint proxies and to execute consents, waivers, and releases on its behalf, unless before a vote is taken or a consent, waiver, or release is acted upon it appears by a certified copy of the regulations, the bylaws, or a resolution of the trustees, directors, or executive committee of said corporation that such authority does not exist or is vested in some other officer or person.(B) For the purposes of this section, a person exercising such authority as such officer is prima-facie deemed to be duly elected, qualified, and acting as such officer.(C) No corporation shall directly or indirectly vote any shares issued by it. Shares which under this division of this section are not entitled to be voted shall not be considered as outstanding for the purpose of computing the voting power of the corporation or of shares of any class.
Ohio Rev Code § 1701.50 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.50 | Inspectors of Elections.

Effective: October 11, 1955|Latest Legislation:  House Bill 70 - 101st General Assembly|(A) Unless the articles or the regulations otherwise provide:(1) The directors, in advance of any meeting of shareholders, may appoint inspectors of election to act at such meeting or any adjournment thereof;(2) If inspectors are not so appointed, the officer or person acting as chairman of any such meeting may, and on the request of any shareholder or his proxy shall, make such appointment;(3) In case any person appointed as inspector fails to appear or to act, the vacancy may be filled by appointment made by the directors in advance of the meeting, or at the meeting by the officer or person acting as chairman.(B) If there are three or more inspectors, the decision, act, or certificate of a majority of them shall be effective in all respects as the decision, act, or certificate of all.(C) The inspectors shall determine the number of shares outstanding, the voting rights with respect to each, the shares represented at the meeting, the existence of a quorum, and the authenticity, validity, and effect of proxies; receive votes, ballots, consents, waivers, or releases; hear and determine all challenges and questions arising in connection with the vote; count and tabulate all votes, consents, waivers, and releases; determine and announce the result; and do such acts as are proper to conduct the election or vote with fairness to all shareholders.(D) On request, the inspectors shall make a report in writing of any challenge, question, or matter determined by them and execute a certificate of any fact found by them.(E) The certificate of the inspectors shall be prima-facie evidence of the facts stated therein and of the vote as certified by them.
Ohio Rev Code § 1701.51 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.51 | Quorum at Shareholders' Meetings.

Effective: October 12, 2006|Latest Legislation:  House Bill 301 - 126th General Assembly|(A) Unless the articles, the regulations adopted by the shareholders, or the regulations adopted by the directors pursuant to division (A)(1) of section 1701.10 of the Revised Code otherwise provide, the shareholders present in person, by proxy, or by the use of communications equipment at any meeting of shareholders shall constitute a quorum for such meeting, but no action required by law, the articles, or the regulations to be authorized or taken by the holders of a designated proportion of the shares of any particular class or of each class, may be authorized or taken by a lesser proportion.(B) Unless the articles or the regulations otherwise provide, the holders of a majority of the voting shares represented at a meeting, whether or not a quorum is present, may adjourn such meeting from time to time.
Ohio Rev Code § 1701.52 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.52 | Vote of Shareholders Required - Proportion.

Effective: October 11, 1955|Latest Legislation:  House Bill 70 - 101st General Assembly|Notwithstanding any provision in sections 1701.01 to 1701.98, inclusive, of the Revised Code requiring for any purpose the vote, consent, waiver, or release of the holders of a designated proportion (but less than all) of the shares of any particular class or of each class, the articles may provide that for such purpose the vote, consent, waiver, or release of the holders of a greater or lesser proportion of the shares of such particular class or of each class shall be required, but unless otherwise expressly permitted by such sections such proportion shall be not less than a majority.
Ohio Rev Code § 1701.53 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.53 | Vote of Shareholders Required for Rescission or Revocation.

Effective: October 11, 1955|Latest Legislation:  House Bill 70 - 101st General Assembly|The authorization or taking of any action by vote, consent, waiver, or release of the shareholders may be rescinded or revoked by the same vote, consent, waiver, or release as at the time of rescission or revocation would be required to authorize or take such action in the first instance, subject to the contract rights of other persons.
Ohio Rev Code § 1701.54 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.54 | Action by Shareholders or Directors Without a Meeting.

Effective: October 12, 2006|Latest Legislation:  House Bill 301 - 126th General Assembly|(A) Unless the articles, the regulations adopted by the shareholders, or the regulations adopted by the directors pursuant to division (A)(1) of section 1701.10 of the Revised Code prohibit the authorization or taking of any action of the shareholders or of the directors without a meeting, any action that may be authorized or taken at a meeting of the shareholders or of the directors, as the case may be, may be authorized or taken without a meeting with the affirmative vote or approval of, and in a writing or writings signed by all the shareholders who would be entitled to notice of a meeting of the shareholders held for such purpose, or all the directors, respectively, which writing or writings shall be filed with or entered upon the records of the corporation. Any certificate with respect to the authorization or taking of any such action that is required to be filed in the office of the secretary of state shall recite that the authorization or taking of such action was in a writing or writings approved and signed as specified in this section.(B) A telegram, cablegram, electronic mail, or an electronic or other transmission capable of authentication that appears to have been sent by a person described in division (A) of this section and that contains an affirmative vote or approval of that person is a signed writing for the purposes of this section. The date on which that telegram, cablegram, electronic mail, or electronic or other transmission is sent is the date on which the writing is signed.
Ohio Rev Code § 1701.55 (2021)
2021 Ohio Revised Code|Title 17 | Corporations-Partnerships|Chapter 1701 | General Corporation Law|Section 1701.55 | Election of Directors - Cumulative Voting.

Effective: September 30, 2008|Latest Legislation:  House Bill 374 - 127th General Assembly|(A) At a meeting of shareholders at which directors are to be elected, only persons nominated as candidates shall be eligible for election as directors. (B) Unless the articles set forth alternative election standards, at all elections of directors, the candidates receiving the greatest number of votes shall be elected.(C) Unless the articles provide that no shareholder of a corporation may cumulate the shareholder's voting power, each shareholder has the right to vote cumulatively if notice in writing is given by any shareholder to the president, a vice-president, or the secretary of a corporation, not less than forty-eight hours before the time fixed for holding a meeting of the shareholders for the purpose of electing directors if notice of the meeting has been given at least ten days before the meeting, and, if the ten days' notice has not been given, not less than twenty-four hours before the meeting time, that the shareholder desires that the voting at such election shall be cumulative, provided that an announcement of the giving of that notice is made upon the convening of the meeting by the chairperson or secretary or by or on behalf of the shareholder giving the notice.(D) Unless the articles provide that no shareholder of a corporation may cumulate the shareholder's voting power, each shareholder has the right, subject to the notice requirements contained in division (C) of this section, to cumulate the voting power the shareholder possesses and to give one candidate as many votes as the number of directors to be elected multiplied by the number of the shareholder's votes equals, or to distribute the shareholder's votes on the same principle among two or more candidates, as the shareholder sees fit.