reglab/housing_qa huggingface dataset:
NH Rev Stat § 293-A:8.20 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.20 - Meetings.

    293-A:8.20 Meetings. –||(a) The board of directors may hold regular or special meetings in or out of this state.||(b) Unless the articles of incorporation or bylaws provide otherwise, the board of directors may permit any or all directors to participate in a regular or special meeting by, or conduct the meeting through the use of, any means of communication by which all directors participating may simultaneously hear each other during the meeting. A director participating in a meeting by this means is deemed to be present in person at the meeting.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.21 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.21 - Action Without Meeting.

    293-A:8.21 Action Without Meeting. –||(a) Unless the articles of incorporation or bylaws provide otherwise, action required or permitted by this chapter to be taken at a board of directors' meeting may be taken without a meeting if the action is taken by unanimous consent of all members of the board. The action must be evidenced by one or more written consents describing the action taken, signed by each director, and included in the minutes or filed with the corporate records reflecting the action taken.||(b) Action taken under this section is effective when the last director signs the consent, unless the consent specifies a different effective date.||(c) A consent signed under this section has the effect of a meeting vote and may be described as such in any document.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.22 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.22 - Notice of Meeting.

    293-A:8.22 Notice of Meeting. –||(a) Unless the articles of incorporation or bylaws provide otherwise, regular meetings of the board of directors may be held without notice of the date, time, place, or purpose of the meeting.||(b) Unless the articles of incorporation or bylaws provide for a longer or shorter period, special meetings of the board of directors must be preceded by at least 2 days' notice of the date, time, and place of the meeting. The notice need not describe the purpose of the special meeting unless required by the articles of incorporation or bylaws.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.23 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.23 - Waiver of Notice.

    293-A:8.23 Waiver of Notice. –||(a) A director may waive any notice required by this chapter, the articles of incorporation, or bylaws before or after the date and time stated in the notice. Except as provided by subsection (b), the waiver must be in writing, signed by the director entitled to the notice, and filed with the minutes or corporate records.||(b) A director's attendance at or participation in a meeting waives any required notice to the director of the meeting unless the director at the beginning of the meeting (or promptly upon arrival) objects to holding the meeting or transacting business at the meeting and does not thereafter vote for or assent to action taken at the meeting.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.24 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.24 - Quorum and Voting.

    293-A:8.24 Quorum and Voting. –||(a) Unless the articles of incorporation or bylaws require a greater number or unless otherwise specifically provided in this chapter, a quorum of a board of directors consists of:||(1) a majority of the fixed number of directors if the corporation has a fixed board size; or||(2) a majority of the number of directors prescribed or, if no number is prescribed, the number in office immediately before the meeting begins if the corporation has a variable-range size board.||(b) The articles of incorporation or bylaws may authorize a quorum of a board of directors to consist of no fewer than 1/3 of the fixed or prescribed number of directors determined under subsection (a).||(c) If a quorum is present when a vote is taken, the affirmative vote of a majority of directors present is the act of the board of directors unless the articles of incorporation or bylaws require the vote of a greater number of directors.||(d) A director who is present at a meeting of the board of directors or a committee of the board of directors when corporate action is taken is deemed to have assented to the action taken unless: (1) the director objects at the beginning of the meeting (or promptly upon arrival) to holding it or transacting business at the meeting; (2) the dissent or abstention from the action taken is entered in the minutes of the meeting; or (3) the director delivers written notice of the director's dissent or abstention to the presiding officer of the meeting before its adjournment or to the corporation immediately after adjournment of the meeting. The right of dissent or abstention is not available to a director who votes in favor of the action taken.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.25 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.25 - Committees.

    293-A:8.25 Committees. –||(a) Unless this chapter, the articles of incorporation, or the bylaws provide otherwise, a board of directors may create one or more committees and appoint one or more members of the board of directors to serve on any such committee.||(b) Unless this chapter otherwise provides, the creation of a committee and appointment of members to it must be approved by the greater of (1) a majority of all the directors in office when the action is taken, or (2) the number of directors required by the articles of incorporation or bylaws to take action under RSA 293-A:8.24.||(c) RSA 293-A:8.20 through RSA 293-A:8.24 apply both to committees of the board and to their members.||(d) To the extent specified by the board of directors or in the articles of incorporation or bylaws, each committee may exercise the powers of the board of directors under RSA 293-A:8.01.||(e) A committee may not, however:||(1) authorize or approve distributions, except according to a formula or method, or within limits, prescribed by the board of directors;||(2) approve or propose to shareholders action that this chapter requires be approved by shareholders;||(3) fill vacancies on the board of directors or, subject to subsection (g), on any of its committees; or||(4) adopt, amend, or repeal bylaws.||(f) The creation of, delegation of authority to, or action by a committee does not alone constitute compliance by a director with the standards of conduct described in RSA 293-A:8.30.||(g) The board of directors may appoint one or more directors as alternate members of any committee to replace any absent or disqualified member during the member's absence or disqualification. Unless the articles of incorporation or the bylaws or the resolution creating the committee provide otherwise, in the event of the absence or disqualification of a member of a committee, the member or members present at any meeting and not disqualified from voting, unanimously, may appoint another director to act in place of the absent or disqualified member.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.26 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.26 - Submission of Matters for Shareholder Vote.

    293-A:8.26 Submission of Matters for Shareholder Vote. –||A corporation may agree to submit a matter to a vote of its shareholders even if, after approving the matter, the board of directors determines it no longer recommends the matter.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.30 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.30 - Standards of Conduct for Directors.

    293-A:8.30 Standards of Conduct for Directors. –||(a) Each member of the board of directors, when discharging the duties of a director, shall act: (1) in good faith, and (2) in a manner the director reasonably believes to be in the best interests of the corporation.||(b) The members of the board of directors or a committee of the board, when becoming informed in connection with their decision-making function or devoting attention to their oversight function, shall discharge their duties with the care that a person in a like position would reasonably believe appropriate under similar circumstances.||(c) In discharging board or committee duties a director shall disclose, or cause to be disclosed, to the other board or committee members information not already known by them but known by the director to be material to the discharge of their decision-making or oversight functions, except that disclosure is not required to the extent that the director reasonably believes that doing so would violate a duty imposed under law, a legally enforceable obligation of confidentiality, or a professional ethics rule.||(d) In discharging board or committee duties a director who does not have knowledge that makes reliance unwarranted is entitled to rely on the performance by any of the persons specified in subsection (f)(1) or subsection (f)(3) to whom the board may have delegated, formally or informally by course of conduct, the authority or duty to perform one or more of the board's functions that are delegable under applicable law.||(e) In discharging board or committee duties a director who does not have knowledge that makes reliance unwarranted is entitled to rely on information, opinions, reports, or statements, including financial statements and other financial data, prepared or presented by any of the persons specified in subsection (f).||(f) A director is entitled to rely, in accordance with subsection (d) or (e), on:||(1) one or more officers or employees of the corporation whom the director reasonably believes to be reliable and competent in the functions performed or the information, opinions, reports, or statements provided;||(2) legal counsel, public accountants, or other persons retained by the corporation as to matters involving skills or expertise the director reasonably believes are matters (i) within the particular person's professional or expert competence or (ii) as to which the particular person merits confidence; or||(3) a committee of the board of directors of which the director is not a member if the director reasonably believes the committee merits confidence.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.31 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.31 - [Reserved.]

    293-A:8.31 [Reserved.] –|
NH Rev Stat § 293-A:8.32 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.32 - [Reserved.]

    293-A:8.32 [Reserved.] –|
NH Rev Stat § 293-A:8.33 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.33 - Directors' Liability for Unlawful Distributions.

    293-A:8.33 Directors' Liability for Unlawful Distributions. –||(a) A director who votes for or assents to a distribution in excess of what may be authorized and made pursuant to RSA 293-A:6.40(a) or RSA 293-A:14.09(a) is personally liable to the corporation for the amount of the distribution that exceeds what could have been distributed without violating RSA 293-A:6.40(a) or RSA 293-A:14.09(a) if the party asserting liability establishes that when taking the action the director did not comply with RSA 293-A:8.30.||(b) A director held liable under subsection (a) for an unlawful distribution is entitled to:||(1) contribution from every other director who could be held liable under subsection (a) for the unlawful distribution; and||(2) recoupment from each shareholder of the pro-rata portion of the amount of the unlawful distribution the shareholder accepted, knowing the distribution was made in violation of RSA 293-A:6.40(a) or RSA 293-A:14.09(a).||(c) A proceeding to enforce:||(1) the liability of a director under subsection (a) is barred unless it is commenced within 2 years after the date: (i) on which the effect of the distribution was measured under RSA 293-A:6.40(e) or (g); (ii) as of which the violation of RSA 293-A:6.40(a) occurred as the consequence of disregard of a restriction in the articles of incorporation; or (iii) on which the distribution of assets to shareholders under RSA 293-A:14.09(a) was made; or||(2) contribution or recoupment under subsection (b) is barred unless it is commenced within one year after the liability of the claimant has been finally adjudicated under subsection (a).|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.40 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.40 - Officers.

    293-A:8.40 Officers. –||(a) A corporation has the officers described in its bylaws or appointed by the board of directors in accordance with the bylaws.||(b) The board of directors may elect individuals to fill one or more offices of the corporation. An officer may appoint one or more officers or assistant officers if authorized by the bylaws or the board of directors.||(c) The bylaws or the board of directors shall assign to one of the officers responsibility for preparing the minutes of the directors' and shareholders' meetings and for maintaining and authenticating the records of the corporation required to be kept under RSA 293-A:16.01(a) and RSA 293-A:16.01(e).||(d) The same individual may simultaneously hold more than one office in a corporation.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.41 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.41 - Functions of Officers.

    293-A:8.41 Functions of Officers. –||Each officer has the authority and shall perform the functions set forth in the bylaws or, to the extent consistent with the bylaws, the functions prescribed by the board of directors or by direction of an officer authorized by the board of directors to prescribe the functions of other officers.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.42 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.42 - Standards of Conduct for Officers.

    293-A:8.42 Standards of Conduct for Officers. –||(a) An officer, when performing in such capacity, has the duty to act:||(1) in good faith;||(2) with the care that a person in a like position would reasonably exercise under similar circumstances; and||(3) in a manner the officer reasonably believes to be in the best interests of the corporation.||(b) The duty of an officer includes the obligation:||(1) to inform the superior officer to whom, or the board of directors or the committee thereof to which, the officer reports of information about the affairs of the corporation known to the officer, within the scope of the officer's functions, and known to the officer to be material to such superior officer, board, or committee; and||(2) to inform his or her superior officer, or another appropriate person within the corporation, or the board of directors, or a committee thereof, of any actual or probable material violation of law involving the corporation or material breach of duty to the corporation by an officer, employee, or agent of the corporation, that the officer believes has occurred or is likely to occur.||(c) In discharging his or her duties, an officer who does not have knowledge that makes reliance unwarranted is entitled to rely on:||(1) the performance of properly delegated responsibilities by one or more employees of the corporation whom the officer reasonably believes to be reliable and competent in performing the responsibilities delegated; or||(2) information, opinions, reports, or statements, including financial statements and other financial data, prepared or presented by one or more employees of the corporation whom the officer reasonably believes to be reliable and competent in the matters presented or by legal counsel, public accountants, or other persons retained by the corporation as to matters involving skills or expertise the officer reasonably believes are matters (i) within the particular person's professional or expert competence or (ii) as to which the particular person merits confidence.||(d) An officer shall not be liable to the corporation or its shareholders for any decision to take or not to take action, or any failure to take any action, as an officer, if the duties of the office are performed in compliance with this section. Whether an officer who does not comply with this section shall have liability will depend in such instance on applicable law.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.43 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.43 - Resignation and Removal of Officers.

    293-A:8.43 Resignation and Removal of Officers. –||(a) An officer may resign at any time by delivering notice to the corporation. A resignation is effective when the notice is delivered unless the notice specifies a later effective time. If a resignation is made effective at a later time and the board or the appointing officer accepts the future effective time, the board or the appointing officer may fill the pending vacancy before the effective time if the board or the appointing officer provides that the successor does not take office until the effective time.||(b) An officer may be removed at any time with or without cause by: (i) the board of directors; (ii) the officer who appointed such officer, unless the bylaws or the board of directors provide otherwise; or (iii) any other officer if authorized by the bylaws or the board of directors.||(c) In this section, "appointing officer" means the officer (including any successor to that officer) who appointed the officer resigning or being removed.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.44 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.44 - Contract Rights of Officers.

    293-A:8.44 Contract Rights of Officers. –||(a) The appointment of an officer does not itself create contract rights.||(b) An officer's removal does not affect the officer's contract rights, if any, with the corporation. An officer's resignation does not affect the corporation's contract rights, if any, with the officer.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|
NH Rev Stat § 293-A:8.50 (2021)
2021 New Hampshire Revised Statutes|Title XXVII - Corporations, Associations, and Proprietors of Common Lands|Title 293-A - New Hampshire Business Corporation Act|Section 293-A:8.50 - Subdivision Definitions.

    293-A:8.50 Subdivision Definitions. –||(a) In this subdivision:||(1) "Corporation" includes any domestic or foreign predecessor entity of a corporation in a merger.||(2) "Director" or "officer" means an individual who is or was a director or officer, respectively, of a corporation or who, while a director or officer of the corporation, is or was serving at the corporation's request as a director, officer, manager, partner, trustee, employee, or agent of another entity or employee benefit plan. A director or officer is considered to be serving an employee benefit plan at the corporation's request if the individual's duties to the corporation also impose duties on, or otherwise involve services by, the individual to the plan or to participants in or beneficiaries of the plan. "Director" or "officer" includes, unless the context requires otherwise, the estate or personal representative of a director or officer.||(3) "Liability" means the obligation to pay a judgment, settlement, penalty, fine (including an excise tax assessed with respect to an employee benefit plan) or reasonable expenses incurred with respect to a proceeding.||(4) "Official capacity" means: (i) when used with respect to a director, the office of director in a corporation; and (ii) when used with respect to an officer, as contemplated in RSA 293-A:8.56, the office in a corporation held by the officer. "Official capacity" does not include service for any other domestic or foreign corporation or any partnership, joint venture, trust, employee benefit plan, or other entity.||(5) "Party" means an individual who was, is, or is threatened to be made, a defendant or respondent in a proceeding.||(6) "Proceeding" means any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, arbitrative, or investigative, and whether formal or informal.|||Source. 2013, 142:1, eff. Jan. 1, 2014.|