reglab/housing_qa huggingface dataset:
MD. Corporations and Associations Code Ann. §  5-208 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 2 - Nonstock Corporations|Section 5-208 - Dissolution or Forfeiture of Charter

    (a)    Except as otherwise provided in this section, the dissolution or forfeiture of the charter of a nonstock corporation shall be effected as provided in Title 3 of this article. In dissolution or on forfeiture of the charter of the corporation, the directors have the powers and duties of directors of a stock corporation under this article.    (b)    If a Maryland nonstock corporation dissolves or its charter is forfeited:        (1)    Every liability and obligation of the corporation shall be paid and discharged or adequate provision for payment and discharge shall be made;        (2)    Assets held by the corporation subject to legally valid requirements for their return, transfer, or conveyance on dissolution or forfeiture shall be disposed of in accordance with these requirements;        (3)    Assets held by the corporation subject to limitations permitting their use only for charitable, religious, eleemosynary, benevolent, educational, or similar purposes, but not held subject to legally valid requirements for their return, transfer, or conveyance by reason of dissolution or forfeiture, shall be transferred or conveyed under a plan of distribution, adopted in the manner and by the vote required for authorization of dissolution of the corporation, to one or more Maryland or foreign corporations or associations having a similar or analogous character or purpose, or associated or connected with the corporation;        (4)    Other assets shall be distributed as provided in the charter or the bylaws to the extent that the charter or bylaws determine the distributive rights of members or any class or classes of members, or provide for distribution to others; and        (5)    Any remaining assets may be distributed to any person, society, organization, or Maryland or foreign corporation specified in a plan of distribution, adopted in the manner and by the vote required for authorization of dissolution of the corporation.    (c)    Unless the decree of a court of competent jurisdiction provides otherwise, the provisions of § 3–412 of this article relating to distributions in dissolution of stock corporations or §§ 3–517 and 3–518 of this article relating to distributions on forfeiture of the charters of stock corporations, as the case may be, apply to the distribution of assets to any member or other person entitled or otherwise designated to receive a distribution in liquidation of a nonstock corporation. For purposes of this section, the term “stockholders” in §§ 3–412, 3–517, and 3–518 of this article includes every person so entitled or designated to receive a distribution in liquidation.
MD. Corporations and Associations Code Ann. §  5-209 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 2 - Nonstock Corporations|Section 5-209 - Disposition of Property of Charitable or Religious Corporations by Court

    (a)    If a charitable or religious corporation is or is about to be dissolved, or for any reason it is impracticable or inexpedient to continue the corporation’s activities, a circuit court may order the disposition of corporate property that:        (1)    Is not needed to pay the corporation’s debts; and        (2)    (i)    Is not subject to valid requirements for its return to the donor or the donor’s successor in interest by reason of the cessation of corporate activities; or            (ii)    Is not claimed by the donor or the donor’s successor in interest after receiving the notice provided for in subsection (b) of this section.    (b)    Notice of the substance and purpose of the complaint or petition shall be given to the donor of the property or the donor’s successor in interest by personal service or by publication in the manner the court directs.    (c)    To the extent possible, the court shall direct or provide for the transfer of the corporation’s property to another corporation or association having a similar or analogous character or purpose, or associated or connected with the corporation.    (d)    The intent of this section is that the circuit court may exercise the judicial power of cy-pres to fulfill, despite a change in circumstances, the general intention of the donor of the property for the use of the gift.
MD. Corporations and Associations Code Ann. §  5-401 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 4 - Private Foundations|Section 5-401 - "Private Foundation" Defined

    In this subtitle, “private foundation” means a Maryland corporation which is a private foundation as defined in § 509(a) of the Internal Revenue Code.
MD. Corporations and Associations Code Ann. §  5-402 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 4 - Private Foundations|Section 5-402 - Prohibited Acts

    A private foundation may not:         (1)    Engage in any act of “self-dealing”, as defined in § 4941(d) of the Internal Revenue Code, which would cause any tax liability under § 4941(a) of the Internal Revenue Code;        (2)    Retain any “excess business holdings”, as defined in § 4943(c) of the Internal Revenue Code, which would cause any tax liability under § 4943 (a) of the Internal Revenue Code;        (3)    Make any investment which would jeopardize the carrying out of any of its exempt purposes under § 4944 of the Internal Revenue Code and cause any tax liability under § 4944(a) of the Internal Revenue Code; or        (4)    Make any “taxable expenditures”, as defined in § 4945(d) of the Internal Revenue Code, which would cause any tax liability under § 4945(a) of the Internal Revenue Code.
MD. Corporations and Associations Code Ann. §  5-403 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 4 - Private Foundations|Section 5-403 - Distributions

    For each taxable year, a private foundation shall distribute for the purposes specified in its charter amounts sufficient to avoid tax liability under § 4942(a) of the Internal Revenue Code.
MD. Corporations and Associations Code Ann. §  5-404 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 4 - Private Foundations|Section 5-404 - Effect of Judicial Determination

    The provisions of §§ 5-402 and 5-403 of this subtitle do not apply to any private foundation to the extent that a court of competent jurisdiction, under a judicial proceeding begun by the private foundation before January 1, 1972, determines that:         (1)    The application of these sections is contrary to the terms of the charter or other instrument governing the private foundation or the administration of charitable funds held by it; and        (2)    The charter or other governing instrument may not properly be changed to conform to these sections.
MD. Corporations and Associations Code Ann. §  5-405 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 4 - Private Foundations|Section 5-405 - Rights and Powers of Courts and Attorney General Not Impaired

    This subtitle does not impair the rights and powers of the courts of this State or the Attorney General of this State with respect to any corporation.
MD. Corporations and Associations Code Ann. §  5-501 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-501 - Definitions

    (a)    In this subtitle the following words have the meanings indicated.    (b)    “Agricultural cooperative” means a corporation organized or converted under this subtitle, which operates for the mutual benefit of its members and conforms to the following requirements:        (1)    A member of the cooperative is not allowed more than one vote, regardless of the amount of stock or membership capital he may own;        (2)    The cooperative does not pay dividends on stock or membership capital in excess of 12 percent per annum;        (3)    The cooperative does not deal in products of nonmembers in an amount greater in value than that in which it deals for members; and        (4)    After payment of every necessary expense and authorized deduction, the proceeds from the business of the cooperative are distributed to the members in proportion to the volume of business transacted by them with the cooperative.    (c)    “Member” means a person who:        (1)    Owns stock in a cooperative having capital stock; or        (2)    Holds a certificate of membership in a cooperative not having capital stock.
MD. Corporations and Associations Code Ann. §  5-502 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-502 - Purposes of Incorporation

    A cooperative may be incorporated for any combination of the following purposes:         (1)    Collectively to produce, process, prepare for market, handle, store, and market the products of persons engaged in the production of agricultural or fishery products;        (2)    To act as a selling or buying agent for its members; and        (3)    To purchase or otherwise acquire goods or services for its members.
MD. Corporations and Associations Code Ann. §  5-503 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-503 - Who May Incorporate; Capital Stock

    (a)    A cooperative may be organized by:        (1)    Five or more adult individuals acting as incorporators, at least two of whom are residents of the State and each of whom is engaged in:            (i)    The production of agricultural products as a farmer, planter, rancher, dairyman, bee keeper, or nut or fruit grower; or            (ii)    The catching, taking, harvesting, cultivating, farming, propagating, processing, marketing, or distributing of fishery products, including fish, shellfish, crustacea, seaweed, and other aquatic forms of animal and vegetable life or their products or by-products; or        (2)    Two or more cooperatives acting as incorporators.    (b)    The cooperative may be organized with or without capital stock for any of the purposes enumerated in this subtitle.
MD. Corporations and Associations Code Ann. §  5-505 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-505 - Articles of Incorporation -- Execution; Contents

    (a)    The incorporators of a cooperative shall sign, acknowledge, and file with the Department, articles of incorporation. The articles of incorporation shall include:        (1)    The name of the cooperative;        (2)    The name, address, and state of residence of each incorporator;        (3)    A statement of the purposes of the cooperative;        (4)    The municipal area of its principal office in the State; and        (5)    The name and address of its resident agent in the State.    (b)    (1)    If the cooperative is organized with capital stock, the articles of incorporation shall state:            (i)    The number of shares of stock;            (ii)    The par value of each share of stock; and            (iii)    The aggregate par value of all shares of stock.        (2)    A cooperative may not issue stock without par value.    (c)    If the cooperative is organized without capital stock, the articles of incorporation shall state whether the property rights of its members are equal or unequal and, if unequal, the rule by which the property rights of members, including members admitted after the original organization, are to be determined.
MD. Corporations and Associations Code Ann. §  5-506 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-506 - Articles of Incorporation -- Amendment

    The charter of a cooperative may be amended as provided in Title 2 of this article, except that:         (1)    An amendment which alters the contract or property rights of any outstanding stock or of any member is not valid unless approved in person or by mail by the affirmative vote of:            (i)    Two thirds of all the members; or            (ii)    Two thirds of each class of members whose rights would be altered;        (2)    Notwithstanding any other provision of this article, the requirement of item (1) of this section for a two-thirds vote may not be lowered by the charter of the cooperative; and        (3)    Any objecting member whose contract or property rights are substantially adversely affected by the amendment, on compliance with the provisions of Title 3, Subtitle 2 of this article, has the same rights with respect to his contract and property rights as an objecting stockholder has with respect to his stock.
MD. Corporations and Associations Code Ann. §  5-507 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-507 - Corporation May Be Converted Into Cooperative

    (a)    Any Maryland corporation organized under the Maryland General Corporation Law which does or intends to do business on a cooperative basis may convert itself into a cooperative by amending and restating its charter in accordance with Title 2, Subtitle 6 of this article.    (b)    The articles of amendment and restatement shall:        (1)    State that the corporation elects to become a cooperative under this subtitle;        (2)    Make every change in the charter necessary to become a cooperative; and        (3)    Contain a complete restatement of the charter as amended.
MD. Corporations and Associations Code Ann. §  5-508 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-508 - Stock

    (a)    A cooperative may:        (1)    Limit the sale of its common stock or membership to persons designated or described in the bylaws;        (2)    Provide that a stockholder or member who ceases to belong to the class of persons designated or described in the bylaws loses his right to vote;        (3)    Limit the number of shares of stock which a person may hold; and        (4)    Reserve to the board of directors:            (i)    The option to purchase for the cooperative the stock offered by any stockholder; and            (ii)    The right to redeem the stock of any stockholder.    (b)    If a cooperative exercises an option to purchase or a right to redeem, it shall pay for the stock the greater of its book value or its par value.    (c)    A restriction on the ownership, transfer, or voting of stock authorized by this section is not valid unless the restriction is:        (1)    Set forth in the charter; and        (2)    Printed on any stock subscription document and the stock certificate.
MD. Corporations and Associations Code Ann. §  5-509 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-509 - Payment by Subscriber Before Certificate of Stock or Membership Issued

    A stock certificate may not be issued to any subscriber until the stock is full paid. In a cooperative organized without capital stock, a certificate of membership may not be issued to any person until the membership fee is paid in full.
MD. Corporations and Associations Code Ann. §  5-510 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-510 - Use of Term "Cooperative" in Corporate Name

    (a)    Except for an electric or transportation cooperative, a person may not use the term “cooperative” as part of his corporate or business name unless he has complied with the provisions of this subtitle.    (b)    A foreign corporation organized under and complying with the cooperative law of the place where it was organized may use the term “cooperative” in this State if it:        (1)    Complies with the laws of this State applicable to foreign corporations; and        (2)    Does business as a cooperative.    (c)    Every cooperative shall use the term “cooperative” as part of or affixed to its corporate name.
MD. Corporations and Associations Code Ann. §  5-511 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-511 - Bylaws

    (a)    Within 30 days after the Department accepts for record the articles of incorporation of a cooperative or the articles of amendment and restatement of a corporation converting into a cooperative, the cooperative shall adopt bylaws not inconsistent with law or its charter for the regulation and management of its affairs.    (b)    The bylaws of a cooperative may be adopted, altered, amended, or repealed only by the affirmative vote of two thirds of the members voting in person or by mail.    (c)    The original or a certified copy of the bylaws and all amendments shall be kept at the principal office of the cooperative.
MD. Corporations and Associations Code Ann. §  5-512 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-512 - Management of Cooperative; Number and Qualifications of Directors

    (a)    The business and affairs of a cooperative shall be managed under the direction of a board of directors.    (b)    Every cooperative shall have at least five directors, at least two of whom are residents of the State and each of whom is a member of the cooperative or of a member cooperative.
MD. Corporations and Associations Code Ann. §  5-513 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-513 - Original Directors; Election and Term of Successors

    (a)    Until the first annual meeting of members and until successors are elected and qualify, the board of directors consists of:        (1)    The individuals named as directors in the charter; or        (2)    If no directors are named, the incorporators.    (b)    (1)    The directors shall be elected by the members.        (2)    Unless the bylaws provide otherwise, the directors shall be elected at the first annual meeting of members and at each subsequent annual meeting and shall hold office until the next annual meeting and until their successors are elected and qualify.
MD. Corporations and Associations Code Ann. §  5-514 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-514 - Election of Directors by Districts

    (a)    Subject to the provisions of this section, the bylaws may provide for:        (1)    The division into districts of the territory in which the cooperative has members; and        (2)    The election of directors according to these districts by the members residing in them.    (b)    If there is a provision for election by districts, the bylaws shall specify:        (1)    The number of directors to be elected from each district; and        (2)    The manner and method of apportioning or reapportioning the directors and of districting or redistricting the territory.    (c)    If there is a provision for election by districts, the bylaws shall require that:        (1)    Primary elections be held in each district;        (2)    The number of candidates in each district be greater than the number of directors to be elected in the district; and        (3)    The result of the primary elections in each district be ratified at the next regular meeting of the cooperative by majority vote of the members voting in person or by mail.
MD. Corporations and Associations Code Ann. §  5-515 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-515 - Vacancies on Board of Directors

    (a)    If a vacancy on the board of directors occurs other than by expiration of term, the remaining members of the board shall fill the vacancy by majority vote.    (b)    If the bylaws provide for an election of directors by districts, a replacement director shall represent the district for which the vacancy has occurred.
MD. Corporations and Associations Code Ann. §  5-516 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-516 - Compensation and Contracts of Officers and Directors

    (a)    A cooperative may provide a fair remuneration for the time its officers and directors spend in its service.    (b)    During his term of office, a director may not be a party to a contract for profit with the cooperative if the contract differs in any way from the business relations with the cooperative accorded its other members.
MD. Corporations and Associations Code Ann. §  5-517 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-517 - Required and Permitted Officers

    (a)    Each cooperative shall have the following officers:        (1)    A president;        (2)    A vice president;        (3)    A secretary; and        (4)    A treasurer.    (b)    In addition to the required officers, a cooperative may have any other officer provided for in the bylaws.    (c)    The president and vice president shall be elected from among the directors.
MD. Corporations and Associations Code Ann. §  5-518 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 5 - Agricultural Cooperatives|Section 5-518 - Removal of Director and Officer

    (a)    (1)    Any member of a cooperative may bring charges of misconduct or incompetency against a director by filing with the secretary of the cooperative a written petition signed by 10 percent of the members or 25 members, whichever is less, specifying the charges and requesting removal of the director.        (2)    The question of removal shall be voted on at the next regular or special meeting of the cooperative.        (3)    Before the meeting is held, the director against whom charges are brought shall be informed in writing of the charges, and both the director and the member bringing the charges shall have an opportunity at the meeting to be heard in person or by counsel and to present witnesses.        (4)    The removal of a director shall be by the affirmative vote of a majority of the members voting in person or by mail.    (b)    (1)    If the board of directors in its judgment finds that the best interests of the cooperative will be served, it may remove any officer of the cooperative.        (2)    The removal of an officer does not prejudice any of his contract rights.