reglab/housing_qa huggingface dataset:
MT Code § 35-14-126 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-126. Appeal from secretary of state -- refusal to file document

  35-14-126. Appeal from secretary of state -- refusal to file document. (1) If the secretary of state refuses to file a document delivered for filing, the person that delivered the document for filing may petition the district court of the first judicial district to compel its filing. The document and the explanation of the secretary of state of the refusal to file must be attached to the petition. The court may decide the matter in a summary proceeding.   (2) The court may order the secretary of state to file the document or take other action the court considers appropriate.   (3) The court's final decision may be appealed as in other civil proceedings.   History: En. Sec. 9, Ch. 271, L. 2019.
MT Code § 35-14-127 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-127. Evidentiary effect -- certified copy of filed document

  35-14-127. Evidentiary effect -- certified copy of filed document. A certificate from the secretary of state delivered with a copy of a document filed by the secretary of state is conclusive evidence that the original document is on file with the secretary of state.   History: En. Sec. 10, Ch. 271, L. 2019.
MT Code § 35-14-128 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-128. Certificate of existence or registration

  35-14-128. Certificate of existence or registration. (1) Any person may apply to the secretary of state to furnish a certificate of existence for a domestic corporation or a certificate of registration for a foreign corporation.   (2) A certificate of existence sets forth:   (a) the domestic corporation's corporate name;   (b) that the domestic corporation is duly incorporated under the law of this state, the date of its incorporation, and the period of its duration if less than perpetual;   (c) that all fees, taxes, and penalties owed to this state have been paid if:   (i) payment is reflected in the records of the secretary of state; and   (ii) nonpayment affects the existence of the domestic corporation;   (d) that its most recent annual report required by 35-14-1621 has been filed with the secretary of state;   (e) that articles of dissolution have not been filed;   (f) that the corporation is not administratively dissolved and a proceeding is not pending under 35-14-1421; and   (g) other facts of record in the office of the secretary of state that may be requested by the applicant.   (3) A certificate of registration sets forth:   (a) the foreign corporation's name used in this state;   (b) that the foreign corporation is registered to do business in this state;   (c) that all fees, taxes, and penalties owed to this state have been paid if:   (i) payment is reflected in the records of the secretary of state; and   (ii) nonpayment affects the registration of the foreign corporation;   (d) that its most recent annual report required by 35-14-1621 has been filed with the secretary of state; and   (e) other facts of record in the office of the secretary of state that may be requested by the applicant.   (4) Subject to any qualification stated in the certificate, a certificate of existence or registration issued by the secretary of state may be relied on as conclusive evidence of the facts stated in the certificate.   History: En. Sec. 11, Ch. 271, L. 2019.
MT Code § 35-14-129 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-129. Penalty -- signing false document

  35-14-129. Penalty -- signing false document. (1) The execution of any document required to be filed with the secretary of state under this part constitutes an affirmation, under the penalties of false swearing, by each person executing the document that the facts stated in the document are true.   (2) The secretary of state shall provide for the printing of a warning to this effect on each form prescribed by the secretary of state under this part.   History: En. Sec. 12, Ch. 271, L. 2019.
MT Code § 35-14-130 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-130. Powers

  35-14-130. Powers. (1) The secretary of state has the power reasonably necessary to perform the duties required of the secretary of state by this chapter.   (2) The secretary of state may adopt rules to perform the duties required of the secretary of state under this part, including establishing necessary fees.   History: En. Sec. 13, Ch. 271, L. 2019.
MT Code § 35-14-131 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-131. through 35-14-139 reserved

  35-14-131 through 35-14-139 reserved.
MT Code § 35-14-142 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-142. Number of shareholders

  35-14-142. Number of shareholders. (1) For purposes of this chapter, the following, identified as a shareholder in a corporation's current record of shareholders, constitutes one shareholder:   (a) three or fewer co-owners;   (b) a corporation, partnership, trust, estate, or other entity; and   (c) the trustees, guardians, custodians, or other fiduciaries of a single trust, estate, or account.   (2) For purposes of this chapter, shareholdings registered in substantially similar names constitute one shareholder if it is reasonable to believe that the names represent the same person.   History: En. Sec. 16, Ch. 271, L. 2019.
MT Code § 35-14-144 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-144. Householding

  35-14-144. Householding. (1) A corporation has delivered written notice or any other report or statement under this chapter, the articles of incorporation, or the bylaws to all shareholders who share a common address if:   (a) the corporation delivers one copy of the notice, report, or statement to the common address;   (b) the corporation addresses the notice, report, or statement to those shareholders either as a group or to each of those shareholders individually or to the shareholders in a form to which each of those shareholders has consented; and   (c) each of those shareholders consents to delivery of a single copy of the notice, report, or statement to the shareholders' common address.   (2) Any consent described in subsection (1)(b) or (1)(c) is revocable by any of the shareholders who deliver written notice of revocation to the corporation. If a written notice of revocation is delivered, the corporation shall begin providing individual notices, reports, or other statements to the revoking shareholder no later than 30 days after delivery of the written notice of revocation.   (3) Any shareholder who fails to object by written notice to the corporation within 60 days of written notice by the corporation of its intention to deliver single copies of notices, reports, or statements to shareholders who share a common address as permitted by subsection (1) is considered to have consented to receiving a single copy at the common address, provided that the notice of intention explains that consent may be revoked and the method for revoking.   History: En. Sec. 18, Ch. 271, L. 2019.
MT Code § 35-14-146 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-146. Defective corporate actions

  35-14-146. Defective corporate actions. (1) A defective corporate action is not void or voidable if ratified in accordance with 35-14-147 or validated in accordance with 35-14-152.   (2) Ratification under 35-14-147 or validation under 35-14-152 may not be considered the exclusive means of ratifying or validating a defective corporate action, and the absence or failure of ratification in accordance with 35-14-145 through 35-14-152 does not, of itself, affect the validity or effectiveness of any corporate action properly ratified under common law or otherwise or create a presumption that any corporate action is or was a defective corporate action or is void or voidable.   (3) In the case of an overissue, putative shares are valid shares effective as of the date originally issued or purportedly issued on:   (a) the effectiveness under 35-14-145 through 35-14-152 and under part 10 of this chapter of an amendment to the articles of incorporation authorizing, designating, or creating the shares; or   (b) the effectiveness of any other corporate action under 35-14-145 through 35-14-152 ratifying the authorization, designation, or creation of the shares.   History: En. Sec. 20, Ch. 271, L. 2019.
MT Code § 35-14-147 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-147. Ratification -- defective corporate actions

  35-14-147. Ratification -- defective corporate actions. (1) To ratify a defective corporate action under this section, other than the ratification of an election of the initial board of directors under subsection (2), the board of directors shall take action ratifying the action in accordance with 35-14-148, stating:   (a) the defective corporate action to be ratified and, if the defective corporate action involved the issuance of putative shares, the number and type of putative shares purportedly issued;   (b) the date of the defective corporate action;   (c) the nature of the failure of authorization with respect to the defective corporate action to be ratified; and   (d) that the board of directors approves the ratification of the defective corporate action.   (2) In the event that a defective corporate action to be ratified relates to the election of the initial board of directors of the corporation under 35-14-205(1)(b), a majority of the persons who, at the time of the ratification, are exercising the powers of directors may take an action stating:   (a) the name of the person or persons who first took action in the name of the corporation as the initial board of directors of the corporation;   (b) the earlier of the date on which those persons first took action or the date on which they were purported to have been elected as the initial board of directors; and   (c) that the ratification of the election of the person or persons as the initial board of directors is approved.   (3) If any provision of this chapter, the articles of incorporation or bylaws, any corporate resolution, or any plan or agreement to which the corporation is a party that is in effect at the time action under subsection (1) is taken requires shareholder approval or would have required shareholder approval at the date of the occurrence of the defective corporate action, the ratification of the defective corporate action approved in the action taken by the directors under subsection (1) must be submitted to the shareholders for approval in accordance with 35-14-148.   (4) Unless otherwise provided in the action taken by the board of directors under subsection (1), after the action by the board of directors has been taken and, if required, approved by the shareholders, the board of directors may abandon the ratification at any time before the validation effective time without further action of the shareholders.   History: En. Sec. 21, Ch. 271, L. 2019.
MT Code § 35-14-149 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-149. Notice requirements

  35-14-149. Notice requirements. (1) Unless shareholder approval is required under 35-14-147(3), prompt notice of an action taken under 35-14-147 must be given to each holder of valid and putative shares, regardless of whether entitled to vote, as of:   (a) the date of the action by the board of directors; and   (b) the date the defective corporate action was ratified, provided that notice may not be required to be given to holders of valid and putative shares whose identities or addresses for notice cannot be determined from the records of the corporation.   (2) The notice must contain:   (a) either:   (i) a copy of the action taken by the board of directors in accordance with 35-14-147(1) or (2); or   (ii) the information required by 35-14-147(1)(a) through (1)(d) or (2)(a) through (2)(c), as applicable; and   (b) a statement that any claim that the ratification of the defective corporate action and any putative shares issued as a result of the defective corporate action should not be effective or should be effective only on certain conditions must be brought within 120 days from the applicable validation effective time.   (3) No notice under this section is required with respect to any action required to be submitted to shareholders for approval under 35-14-147(3) if notice is given in accordance with 35-14-148(2).   (4) A notice required by this section may be given in any manner permitted by 35-14-141 and, for any corporation subject to the reporting requirements of section 13 or 15(d) of the Securities Exchange Act of 1934, may be given by means of a filing or furnishing of the notice with the United States securities and exchange commission.   History: En. Sec. 23, Ch. 271, L. 2019.
MT Code § 35-14-150 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-150. Effect of ratification

  35-14-150. Effect of ratification. From and after the validation effective time and without regard to the 120-day period during which a claim may be brought under 35-14-152:   (1) each defective corporate action ratified in accordance with 35-14-147 may not be void or voidable as a result of the failure of authorization identified in the action taken under 35-14-147(1) or (2) and is considered a valid corporate action effective as of the date of the defective corporate action;   (2) the issuance of each putative share or fraction of a putative share purportedly issued pursuant to a defective corporate action identified in the action taken under 35-14-147 may not be void or voidable, and such putative share or fraction of a putative share is considered an identical share or fraction of a valid share as of the time it was purportedly issued; and   (3) any corporate action taken subsequent to the defective corporate action ratified in accordance with 35-14-145 through 35-14-152 in reliance on the defective corporate action having been validly effected and any subsequent defective corporate action resulting directly or indirectly from the original defective corporate action are valid as of the time taken.   History: En. Sec. 24, Ch. 271, L. 2019.
MT Code § 35-14-152 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 1. General Provisions|35-14-152. Judicial proceedings -- validity of corporate actions

  35-14-152. Judicial proceedings -- validity of corporate actions. (1) Upon application by the corporation, any successor entity to the corporation, a director of the corporation, any shareholder, beneficial shareholder, or unrestricted voting trust beneficial owner of the corporation, including any shareholder, beneficial shareholder, or unrestricted voting trust beneficial owner as of the date of the defective corporate action ratified under 35-14-147, or any other person claiming to be substantially and adversely affected by a ratification under 35-14-147, the district court in the county where the corporation's principal office is located or, if its principal office is not located in this state, of the first judicial district may:   (a) determine the validity and effectiveness of any corporate action or defective corporate action;   (b) determine the validity and effectiveness of any ratification under 35-14-147;   (c) determine the validity of any putative shares; and   (d) modify or waive any of the procedures specified in 35-14-147 or 35-14-148 to ratify a defective corporate action.   (2) In connection with an action under this section, the court may make findings or orders and take into account any factors or considerations regarding matters it considers proper under the circumstances.   (3) Service of process of the application under subsection (1) on the corporation may be made in any manner provided by statute of this state or by rule of the applicable court for service on the corporation, and no other party need be joined in order for the court to adjudicate the matter. In an action filed by the corporation, the court may require that notice of the action be provided to other persons specified by the court and permit the other persons to intervene in the action.   (4) Notwithstanding any other provision of this section or otherwise under applicable law, any action asserting that the ratification of any defective corporate action and any putative shares issued as a result of the defective corporate action should not be effective or should be effective only on certain conditions must be brought within 120 days of the validation effective time.   History: En. Sec. 26, Ch. 271, L. 2019.
MT Code § 35-14-201 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 2. Incorporation|35-14-201. Incorporators

  35-14-201. Incorporators. One or more persons may act as the incorporator or incorporators of a corporation by delivering articles of incorporation to the secretary of state for filing.   History: En. Sec. 27, Ch. 271, L. 2019.
MT Code § 35-14-203 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 2. Incorporation|35-14-203. Incorporation

  35-14-203. Incorporation. (1) Unless a delayed effective date is specified, the corporate existence begins when the articles of incorporation are filed.   (2) The secretary of state's filing of the articles of incorporation is conclusive proof that the incorporators satisfied all conditions precedent to incorporation except in a proceeding by the state to cancel or revoke the incorporation or involuntarily dissolve the corporation.   History: En. Sec. 29, Ch. 271, L. 2019.
MT Code § 35-14-204 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 2. Incorporation|35-14-204. Liability for preincorporation transactions

  35-14-204. Liability for preincorporation transactions. All persons purporting to act as or on behalf of a corporation, knowing there was no incorporation under this chapter, are jointly and severally liable for all liabilities created while so acting.   History: En. Sec. 30, Ch. 271, L. 2019.
MT Code § 35-14-205 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 2. Incorporation|35-14-205. Organization of corporation

  35-14-205. Organization of corporation. (1) After incorporation:   (a) if initial directors are named in the articles of incorporation, the initial directors shall hold an organizational meeting, at the call of a majority of the directors, to complete the organization of the corporation by appointing officers, adopting bylaws, and carrying on any other business brought before the meeting; or   (b) if initial directors are not named in the articles of incorporation, the incorporator or incorporators shall hold an organizational meeting at the call of a majority of the incorporators:   (i) to elect initial directors and complete the organization of the corporation; or   (ii) to elect a board of directors who shall complete the organization of the corporation.   (2) Action required or permitted by this chapter to be taken by incorporators at an organizational meeting may be taken without a meeting if the action taken is evidenced by one or more written consents describing the action taken and signed by each incorporator.   (3) An organizational meeting may be held in or out of this state.   History: En. Sec. 31, Ch. 271, L. 2019.
MT Code § 35-14-206 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 2. Incorporation|35-14-206. Bylaws

  35-14-206. Bylaws. (1) The incorporators or board of directors of a corporation shall adopt initial bylaws for the corporation.   (2) The bylaws of a corporation may contain any provision that is not inconsistent with law or the articles of incorporation.   (3) The bylaws may contain one or both of the following provisions:   (a) a requirement that if the corporation solicits proxies or consents with respect to an election of directors, the corporation include in its proxy statement and any form of its proxy or consent, to the extent and subject to the procedures or conditions provided in the bylaws, one or more individuals nominated by a shareholder in addition to individuals nominated by the board of directors; and   (b) a requirement that the corporation reimburse the expenses incurred by a shareholder in soliciting proxies or consents in connection with an election of directors, to the extent and subject to procedures and conditions provided in the bylaws, provided that no bylaw so adopted applies to elections for which any record date precedes its adoption.   (4) Notwithstanding 35-14-1020(2)(b), the shareholders in amending, repealing, or adopting a bylaw described in subsection (3) may not limit the authority of the board of directors to amend or repeal any condition or procedure set forth in or to add any procedure or condition to the bylaw to provide for a reasonable, practical, and orderly process.   History: En. Sec. 32, Ch. 271, L. 2019.
MT Code § 35-14-207 (2021)
2021 Montana Code Annotated|Title 35. Corporations, Partnerships, and Associations|Chapter 14. Montana Business Corporation Act|Part 2. Incorporation|35-14-207. Emergency bylaws

  35-14-207. Emergency bylaws. (1) Unless the articles of incorporation provide otherwise, the board of directors may adopt bylaws to be effective only in an emergency as provided in subsection (4). The emergency bylaws, which are subject to amendment or repeal by the shareholders, may make all provisions necessary for managing the corporation during the emergency, including:   (a) procedures for calling a meeting of the board of directors;   (b) quorum requirements for the meeting; and   (c) designation of additional or substitute directors.   (2) All provisions of the regular bylaws not inconsistent with the emergency bylaws remain effective during the emergency. The emergency bylaws are not effective after the emergency ends.   (3) Corporate action taken in good faith in accordance with the emergency bylaws:   (a) binds the corporation; and   (b) may not be used to impose liability on a director, officer, employee, or agent of the corporation.   (4) An emergency exists for purposes of this section if a quorum of the board of directors cannot readily be assembled because of some catastrophic event.   History: En. Sec. 33, Ch. 271, L. 2019.