reglab/statecodes huggingface dataset:
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.179 - Ecclesiastical Corporations; Articles of Incorporation.

450.179 Ecclesiastical corporations; articles of incorporation.
Sec. 179.
Same; articles of incorporation. The articles of any such ecclesiastical corporation shall be executed by the incorporators and shall follow the form prescribed in this section, and contain such further statements as may be appropriate to each such corporation, as the law may direct or as the incorporators may deem necessary or advisable. Such form shall run as follows:
"We, the undersigned, desiring to become incorporated under the provisions of Act No. ........ of the Public Acts of 1931 (namely, this act) do hereby make, execute and adopt the following articles of association, to-wit:
First, The name assumed by this corporation and by which it shall be known in law, is "The .............. church" (or other name which clearly indicates a religious society or association);
Second, The location of said church or society shall be in the ............ of ......... county of .......... and state of Michigan;
Third, The time for which said corporation shall be created shall be ......................;
Fourth, The members of said church or society shall worship and labor together according to the discipline, rules and usages of the .............. church in the United States of America (or other jurisdiction as the case may be), as from time to time authorized and declared by the ............ (here insert the name of the higher ecclesiastical body or bodies, if any, authorized to determine such question);
Fifth, And succeeding articles, if any (containing in brief and concise language, such other and further declarations or statements pertaining to such corporation, as may be deemed necessary or advisable by the incorporators, or as may be hereinafter prescribed).
In witness whereof, we, the parties hereby associating for the purpose of giving legal effect to these articles, hereunto sign our names and places of residence.
Done at the ............... of ..............., County of ............... and state of Michigan, this ............... day of ..............., 19.....
(Residences)
.........................
(Signatures)
.......................
(Acknowledgments.)
(Consent if any required.)
(Certificates, if any.)"
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.179
Compiler's Notes:
The catchline following the act section number was incorporated as part of the section when the act was enacted.
Former Law:
See section 2 of Ch. III of Part IV of Act 84 of 1921, being CL 1929, § 10110.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.181 - Ecclesiastical Corporations; By-Laws.

450.181 Ecclesiastical corporations; by-laws.
Sec. 181.
Same; by-laws. Every such ecclesiastical corporation shall have authority to adopt by-laws prescribing the qualifications of members; the manner in which they shall be admitted, suspended or expelled; the number and official titles of the person or persons who control the temporal affairs of such corporation; their terms of office; the manner of their selection and removal from office; their respective official duties; the time and manner of calling and holding church business meetings and the number of members constituting a quorum; how far such corporation shall be subject to the approval or control of any other corporation or higher church body which corporation or body shall be named; the manner and condition under which property, both real and personal, may be acquired, held and disposed of; and such other by-laws as may be deemed necessary for the management of the affairs of such corporation. The by-laws may also prescribe how the same may be altered, amended or repealed.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.181
Compiler's Notes:
The catchline following the act section number was incorporated as part of the section when the act was enacted.
Former Law:
See section 4 of Ch. III of Part IV of Act 84 of 1921, being CL 1929, § 10112.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.182 - Ecclesiastical Corporations; Articles, Amendment Procedure.

450.182 Ecclesiastical corporations; articles, amendment procedure.
Sec. 182.
The articles of any such ecclesiastical corporation may be amended at any meeting of the members of such corporation called for that purpose pursuant to the bylaws, by the affirmative vote of a majority of the members entitled to vote thereon present at such meeting, unless a different majority is required by the rules of discipline or by the church policy in any particular case, and it shall be the duty of the person or persons controlling the temporal affairs of such corporation to make, sign and acknowledge in the same manner that the original articles were made, signed and acknowledged, a certificate, containing the name of the corporation, a copy of the call for the meeting at which the amendment was made, the number of members present at such meeting, the number of members voting in favor of the amendment and a copy of the amendment; and such certificate of amendment shall be filed in the same manner that the original articles were filed, and upon such filing the amendment shall be effective. Where the system of discipline or polity in any particular denomination or church requires the action, consent or vote of a conference, conclave or synod, presbytery or other body, or the approval of certain officers of such conference or other body or of a bishop or other hierarchical officer, to such amendments, then all such amendments shall be made in conformity to such practice and requirements and shall in all other respects conform to the customs, usages, beliefs and discipline of the particular church body concerned.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.182 ;-- Am. 1967, Act 194, Eff. Nov. 2, 1967
Former Law:
See section 5 of Ch. III of Part IV of Act 84 of 1921, being CL 1929, § 10113.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.183 - Ecclesiastical Corporations; Powers as to Property.

450.183 Ecclesiastical corporations; powers as to property.
Sec. 183.
Same; powers in relation to property. Where no other special provision inconsistent herewith is made in sections 178 to 185, both inclusive, of this act, every such ecclesiastical corporation shall have power to acquire, hold, sell and convey property, both real and personal for the general purposes of such corporation, and it may recover and hold the debts, demands, rights, privileges and all property, whether real or personal, of whatever sort it may be, belonging or appertaining to said church, in whatever manner the same may have been acquired, except that acquired through fraud, misrepresentation, undue influence or other unlawful means and in whose hands soever the same may be held, the same as if the right and title had originally been vested in such corporation. The board of trustees may authorize certain of the officers of said board to affix the corporate name and the seal of such corporation, and to execute and attest conveyances, notes, obligations, acquittances and all other necessary legal documents. Such corporation may sell, mortgage and dispose of its personal property; and may mortgage and incumber its real estate. It may acquire real estate by gift, purchase or devise for the purpose of having and holding land and buildings for its own use and occupancy, including a pastor's residence, a church cemetery, church and Sunday school buildings and grounds and church society buildings and grounds, and may sell or mortgage such real estate; shall have and enjoy all the rights, privileges and immunities, so far as any church cemetery owned by it is concerned, which corporations organized to establish rural cemeteries have and enjoy under the laws of this state: Provided, That the right to sell, convey or mortgage such real property shall be subject to such restrictions and conditions as may be prescribed by the rules of discipline, articles or by-laws pertaining to each such corporation: And provided further, That every such corporation insofar as it holds any property in trust for religious, charitable, benevolent, educational or social purposes, shall be deemed to be a trustee corporation within the meaning of this act and governed by the provisions relating to trustee corporations, excepting as herein otherwise provided.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.183
Compiler's Notes:
The catchline following the act section number was incorporated as part of the section when the act was enacted.
Former Law:
See section 7 of Ch. III of Part IV of Act 84 of 1921, as amended by Act 77 of 1923, being CL 1929, § 10115.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.184 - Ecclesiastical Corporations; Gifts, Acceptance, Investment.

450.184 Ecclesiastical corporations; gifts, acceptance, investment.
Sec. 184.
Any ecclesiastical corporation incorporated in this state may receive, hold, and use gifts or bequests of money or other property for any special religious, benevolent, charitable, educational, social or other purpose, enterprise or project connected with such corporation, or may receive such gifts or bequests to be by such corporation invested in whole or in part in the name of such corporation, the net income therefrom to be by such corporation used for any of said purposes, according to the terms of such gifts or bequests. All real estate so received and not used by such corporation for any of such purposes shall be sold within 10 years and the proceeds therefrom shall be used or invested according to the terms of such gift or bequest. All such investments made by such corporation shall be in accordance with the laws of this state governing authorized investments for trustees. The trustees, vestrymen, consistory, or other governing body of any ecclesiastical corporation incorporated in this state, may in their corporate name receive gifts and bequests of money for investment upon bond and mortgage when the interest of such investment is to be applied in payment or part payment of the salary of the minister, priest, rector, parson or clergyman of such religious society: Provided, That sums of money, mortgages or investments so held by any such corporation shall be invested by the trustees, vestrymen, consistory, or other governing body, in their corporate name, in accordance with the laws of this state governing authorized investments for trustees.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- Am. 1937, Act 183, Imd. Eff. July 9, 1937 ;-- CL 1948, 450.184
Former Law:
See section 8 of Ch. III of Part IV of Act 84 of 1921, being CL 1929, § 10116.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.185 - Ecclesiastical Corporations; Powers of Church Unrestricted.

450.185 Ecclesiastical corporations; powers of church unrestricted.
Sec. 185.
Same; powers of churches not restricted. Nothing in this act contained shall be construed as limiting or restricting the rights, powers, privileges, immunities or the practices of any church heretofore established or incorporated under any law of this state; nor as requiring any such church to alter or change any rule of discipline, custom or usage in respect of its church policy or government; nor as interfering with the lawful acquisition, use or disposition of any property now owned or held by any such church corporation. The provisions of this act relating to ecclesiastical corporations shall be liberally construed in the interests of religion and morality.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.185
Compiler's Notes:
The catchline following the act section number was incorporated as part of the section when the act was enacted.
Former Law:
See section 9 of Ch. III of Part IV of Act 84 of 1921, being CL 1929, § 10117.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.186 - Ecclesiastical Corporations; Sunday School, Religious Society; Incorporation.

450.186 Ecclesiastical corporations; Sunday school, religious society; incorporation.
Sec. 186.
Same; Sunday school or religious societies. Any 3 or more persons may incorporate a Sunday school society, or other special religious society or union, not being a church, but having for its object the teaching of religious principles, or the associating together for religious work. The incorporators shall subscribe articles similar to those prescribed for non-profit corporations generally, which articles shall also contain any special conditions or distinguishing principles upon which such corporation is founded, and, if connected with some organized church, the name of the church and a statement of the extent to which such church may exercise superintendence over the affairs of or discipline of the members of such Sunday school or other corporation. The corporations referred to in this section as Sunday schools or special religious societies, shall have all the rights, privileges, immunities and powers granted by this act to non-profit corporations generally in their secular affairs; and in their religious affairs they shall be governed solely by their articles and by-laws, and the system of discipline therein adopted.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.186
Compiler's Notes:
The catchline following the act section number was incorporated as part of the section when the act was enacted.
Former Law:
See section 6 of Ch. III of Part IV of Act 84 of 1921, being CL 1929, § 10114.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.186a - Public Building Corporations; Incorporation; Contracts With State Administrative Board, Legislature's Approval.

450.186a Public building corporations; incorporation; contracts with state administrative board, legislature's approval.
Sec. 186a.
Any number of persons, not less than 3, may become incorporated as a public building corporation for the purpose of constructing, operating and maintaining office buildings and other facilities for the use of the state of Michigan. No contract or contracts between the state administrative board and any public building corporation shall become effective until approved by the legislature by concurrent resolution. Such corporations are hereinafter called public building corporations.
History:
Add. 1947, Act 316, Eff. Oct. 11, 1947 ;-- CL 1948, 450.186a ;-- Am. 1963, 2nd Ex. Sess., Act 28, Imd. Eff. Dec. 27, 1963
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.186b - Public Building Corporations; Powers as to Property; State Contracts, Leases; Bonds; By-Laws.

450.186b Public building corporations; powers as to property; state contracts, leases; bonds; by-laws.
Sec. 186b.
Every such public building corporation shall have power to take and hold by bequest, devise, gift, purchase or lease, either absolutely or in trust, for its object and purpose, any property, real, personal or mixed, without limitation as to the amount of value, except such limitations, if any, as the legislature shall hereafter specifically impose; to convey such property and to invest and reinvest the principal thereof and deal with and expend the income of the corporation in such manner as in the judgment of the trustees will best promote its objects; to enter into contracts and leases with the state of Michigan; to borrow money and issue revenue bonds for the repayment thereof with interest, and may in like case mortgage its property as security for its debts: Provided, That the by-laws expressly authorize such action to be taken, or that the same is authorized by resolution of the trustees at any duly called meeting at which a quorum is present.
History:
Add. 1947, Act 316, Eff. Oct. 11, 1947 ;-- CL 1948, 450.186b
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.186c - Public Building Corporations; Non-Profit Provisions, Applicability; Administration of Property and Accumulation; Rent to State; Fees, Purpose.

450.186c Public building corporations; non-profit provisions, applicability; administration of property and accumulation; rent to state; fees, purpose.
Sec. 186c.
Every such corporation shall be a nonprofit corporation and subject to the provisions of this act relating to nonprofit corporations except as specifically otherwise provided. All of such property and accumulations thereof shall be held and administered to effectuate the purposes stated in the articles and to serve the general welfare of the state: Provided, That this act shall not prevent such corporation from charging rent to the state for the purpose of paying the cost of construction and maintenance of the office buildings or to charge state employees and others fees for the purpose of paying the cost of construction and maintenance of any parking structures and other facilities.
History:
Add. 1947, Act 316, Eff. Oct. 11, 1947 ;-- CL 1948, 450.186c ;-- Am. 1963, 2nd Ex. Sess., Act 28, Imd. Eff. Dec. 27, 1963
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.186d - Public Building Corporations; Trustees, Number, Terms, Compensation; Members, Term, Admission.

450.186d Public building corporations; trustees, number, terms, compensation; members, term, admission.
Sec. 186d.
The trustees of every such corporation shall provide in the articles the terms and the manner in which members may be admitted. The affairs of such corporation shall be managed by a board of not less than 3 nor more than 9 trustees to be elected by the members as provided by the by-laws. Such trustees shall hold offices for 6 years or for such other period as the by-laws shall determine and until their successors are elected and qualified. No such trustee shall receive any compensation for his services as such.
History:
Add. 1947, Act 316, Eff. Oct. 11, 1947 ;-- CL 1948, 450.186d
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.186e - Public Building Corporations; Winding Up Affairs by Legislature; Property, Conservation, Disposition.

450.186e Public building corporations; winding up affairs by legislature; property, conservation, disposition.
Sec. 186e.
Should any such corporation cease to operate or become unable to usefully serve the purpose of its organization, the legislature may by law provide for the winding up of its affairs and for the conservation and disposition of its property in such way as may best promote and perpetuate the purposes for which such corporation was originally organized.
History:
Add. 1947, Act 316, Eff. Oct. 11, 1947 ;-- CL 1948, 450.186e
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.187 - Repealed. 1965, Act 161, Imd. Eff. July 15, 1965.

450.187 Repealed. 1965, Act 161, Imd. Eff. July 15, 1965.
Compiler's Notes:
The repealed section pertained to reincorporation of foreign corporations.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.187a - Repealed. 1970, Act 66, Imd. Eff. July 10, 1970.

450.187a Repealed. 1970, Act 66, Imd. Eff. July 10, 1970.
Compiler's Notes:
The repealed section pertained to incorporation of foreign corporations.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.187b - Repealed. 1972, Act 284, Eff. Jan. 1, 1973.

450.187b Repealed. 1972, Act 284, Eff. Jan. 1, 1973.
Compiler's Notes:
The repealed section pertained to payment of franchise and issuance fees upon merger or consolidation of corporations.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.188, 450.189 - Repealed. 1982, Act 162, Eff. Jan. 1, 1983.

450.188, 450.189 Repealed. 1982, Act 162, Eff. Jan. 1, 1983.
Compiler's Notes:
The repealed sections pertained to corporations incorporated under this act and to applicability of act to existing corporations.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.190 - Catchline Headings of Sections Not Part of Act.

450.190 Catchline headings of sections not part of act.
Sec. 190.
Catchline headings of sections not part of act. The catchline headings of sections of this act shall in no way be considered to be a part of the respective sections or of this act but are inserted herein for purposes of convenience.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.190
Former Law:
See section 10 of Ch. I of Part I of Act 84 of 1921, being CL 1929, § 9952.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.191 - Repeal of Acts and Parts of Acts; MCL 450.631 and 450.632 Inapplicable to Corporations Governed by This Act.

450.191 Repeal of acts and parts of acts; MCL 450.631 and 450.632 inapplicable to corporations governed by this act.
Sec. 191.
Repeal. The following acts and parts of acts amendatory thereto, are hereby repealed:
Act 84, Public Acts 1921; Act 20, Public Acts 1921, First Extra Session; Act 77, Public Acts 1923; Act 153, Public Acts 1923; Act 154, Public Acts 1923; Act 172, Public Acts 1923; Act 234, Public Acts 1923; Act 275, Public Acts 1923; Act 232, Public Acts 1925; Act 342, Public Acts 1925; Act 363, Public Acts 1925; Act 388, Public Acts 1925; Act 72, Public Acts 1927; Act 335, Public Acts 1927; Act 267, Public Acts 1929; Act 191, Public Acts 1877; Act 216, Public Acts 1881; Act 21, Public Acts 1885; Act 244, Public Acts 1903; Act 63, Public Acts 1905; Act 188, Public Acts 1905; Act 45, Public Acts 1909; Act 252, Public Acts 1911; Act 105, Public Acts 1919; Act 25, Public Acts 1925; Act 59, Public Acts 1917; Act 210, Public Acts 1917; Act 27, Public Acts 1927; Act 53, Public Acts 1872; Act 328, Public Acts 1905; sections 1, 2, 3, 5, 6 and 8 of chapter 55 Revised Statutes 1846; Act 50, Public Acts 1867; Act 31, Public Acts 1845; Act 85, Public Acts 1851; Act 31, Public Acts 1855; Act 133, Public Acts 1855; Act 43, Public Acts 1867; Act 144, Public Acts 1867; Act 411, Public Acts 1867; Act 9, Public Acts 1871; Act 17, Public Acts 1873; Act 40, Public Acts 1877; and Act 23, Public Acts 1879. Act No. 112, Public Acts of 1889, shall hereafter be inapplicable to corporations governed by this act.
The provisions of said act which are repealed by this act shall remain in force for the filing of annual reports and the payment of privilege fees during the year 1931 and for the enforcement, assessment, imposition and collection of all obligations, penalties or forfeitures which have accrued or may accrue in relation to filing such reports and to the payment of such privilege fees.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.191
Compiler's Notes:
The underlined acts in this section, which pertain to partnerships, were held not repealed by this section in Attorney General v. Hill-Davis Co., 261 Mich. 89, 245 N.W. 579 (1932). Act 112 of 1889, referred to in this section, is MCL 450.631 and 450.632. The catchline following the act section number was incorporated as part of the section when the act was enacted.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 327 of 1931 - Michigan General Corporation Statute (450.1 - 450.192) › Section 450.192 - Saving Clause.

450.192 Saving clause.
Sec. 192.
Saving clause. This act shall not impair or affect any act done, offense committed or right accruing, accrued, or acquired, or liability, penalty, forfeiture or punishment incurred prior to the time this act takes effect, but the same may be enjoyed, asserted, enforced, prosecuted or inflicted, as fully and to the same extent as if this act had not been passed.
History:
1931, Act 327, Eff. Sept. 18, 1931 ;-- CL 1948, 450.192
Compiler's Notes:
The catchline following the act section number was incorporated as part of the section when the act was enacted.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 169 of 1965 - Dissolution of Charitable Purpose Corporations Act (450.251 - 450.253) › Section 450.251a - Short Title of Act.

450.251a Short title of act.
Sec. 1a.
This act shall be known and may be cited as the "dissolution of charitable purpose corporations act".
History:
Add. 2014, Act 558, Imd. Eff. Jan. 15, 2015
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 169 of 1965 - Dissolution of Charitable Purpose Corporations Act (450.251 - 450.253) › Section 450.252 - Acceptance of Certain Certificates and Amendments by Department of Licensing and Regulatory Affairs; Issuance of Certificate of Withdrawal.

450.252 Acceptance of certain certificates and amendments by department of licensing and regulatory affairs; issuance of certificate of withdrawal.
Sec. 2.
(1) The department of licensing and regulatory affairs shall not accept any of the following for filing unless it is accompanied by an order of a circuit court dissolving the corporation or entity, the written consent of the attorney general under section 2a to the dissolution of the corporation or entity, or an affidavit described in section 2a:
(a) A certificate of dissolution of a corporation or other entity described in section 1(1).
(b) A certificate of merger of a corporation or other entity described in section 1(1).
(c) An amendment to the articles of incorporation, restated articles of incorporation, or a certificate of conversion to become or that converts a corporation or other entity described in section 1(1) to a corporation governed by the business corporation act, 1972 PA 284, MCL 450.1101 to 450.2098, or another domestic or foreign business entity.
(d) Any amendment to the articles of incorporation of a corporation described in section 1(1) that changes its term of existence to a specific date.
(2) The department of licensing and regulatory affairs shall not issue a certificate of withdrawal from this state of a foreign corporation or entity whose nature and purposes are similar to those domestic corporations or entities described in section 1(1), unless the request for a certificate of withdrawal is accompanied by the written consent of the attorney general under section 2a or an affidavit described in section 2a.
History:
1965, Act 169, Imd. Eff. July 15, 1965 ;-- Am. 2014, Act 558, Imd. Eff. Jan. 15, 2015
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 169 of 1965 - Dissolution of Charitable Purpose Corporations Act (450.251 - 450.253) › Section 450.252a - Consent by Attorney General; Failure to Provide Written Notice Under Subsection (1); Submission of Affidavit; Judicial Review of Refusal of Attorney General to Consent to Transaction.

450.252a Consent by attorney general; failure to provide written notice under subsection (1); submission of affidavit; judicial review of refusal of attorney general to consent to transaction.
Sec. 2a.
(1) If a charitable corporation or other entity described in section 1(1) submits a written request to the attorney general for consent to the filing of a certificate of dissolution, merger, or conversion, an amendment to or restatement of its articles of incorporation, or to a dissolution or if a foreign corporation submits a written request for consent to filing a certificate of withdrawal under this act, the attorney general shall, within 120 days after the attorney general receives the request, either provide written consent to the filing or dissolution or give written notice to the person that submitted the request, specifying the reasons for the refusal to consent or requesting that the person provide additional information.
(2) If the attorney general fails to provide the written notice required under subsection (1) within the 120-day period described in that subsection, the person that submitted the request may prepare an affidavit attesting to the submission of that request and the failure of the attorney general to respond and may submit the affidavit to the department of licensing and regulatory affairs under section 2.
(3) A domestic or foreign charitable corporation or other entity that is subject to this act may seek judicial review of the refusal of the attorney general to consent to a transaction described in subsection (1) under sections 103, 104, and 106 of the administrative procedures act of 1969, 1969 PA 306, MCL 24.303, 24.304, and 24.306.
History:
Add. 2014, Act 558, Imd. Eff. Jan. 15, 2015
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 169 of 1965 - Dissolution of Charitable Purpose Corporations Act (450.251 - 450.253) › Section 450.253 - Construction of Act.

450.253 Construction of act.
Sec. 3.
Nothing in this act shall be construed to repeal the provisions of Act No. 327 of the Public Acts of 1931, as amended, being sections 450.1 to 450.192 of the Compiled Laws of 1948, and any parts of this act inconsistent therewith shall be deemed to modify that act only to that extent.
History:
1965, Act 169, Imd. Eff. July 15, 1965
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Repealed - Act 85 of 1921 - Corporate Fees, Taxes, and Charges (450.301 - 450.310)

CORPORATE FEES, TAXES, AND CHARGES
Act 85 of 1921
450.301-450.310 Repealed. 1954, Act 144, Imd. Eff. Apr. 23, 1954;—1972, Act 284, Eff. Jan. 1, 1973;—1975, Act 230, Imd. Eff. Aug. 27, 1975.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 392 of 1978 - Validation of Audits (450.321 - 450.321) › Section 450.321 - Validation of Certain Audits.

450.321 Validation of certain audits.
Sec. 1.
All audits performed by or at the direction of the department of treasury for the purpose of determining liability for a corporate franchise fee levied pursuant to former Act No. 85 of the Public Acts of 1921, and all payments received and refunds made on the basis of those audits before the repeal of former Act No. 85 of the Public Acts of 1921 are declared to be valid and to have been in fulfillment of the legislative purpose to provide for fair administration and enforcement of that act.
History:
1978, Act 392, Imd. Eff. Aug. 1, 1978
Constitutionality:
Act 392 of 1978, which purported to validate unauthorized field audits of corporate books by the Department of Treasury and recomputation of the corporate franchise fee liability and to validate payment of the recomputed fees, as applied by the department in denying refunds to taxpayers that paid the recomputed fees and sought refunds while excusing payment of the fees by corporations that withheld or refused payment unconstitutionally denied the taxpayers equal protection of the law. Armco Steel v Department of Treasury, 419 Mich 582; 358 NW2d 839 (1984).
Compiler's Notes:
Act 85 of 1921, referred to in this section, was repealed by Act 144 of 1954, Act 284 of 1972, and Act 230 of 1975.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Repealed - Act 226 of 1885 - Reports of Certain Foreign Corporations and Joint Stock Companies (450.351 - 450.354)

REPORTS OF CERTAIN FOREIGN CORPORATIONS AND JOINT STOCK COMPANIES
Act 226 of 1885
450.351-450.354 Repealed. 1972, Act 284, Eff. Jan. 1, 1973.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Repealed - Act 16 of 1932 (1st Ex. Sess.) - Extension of Corporate Life (450.361 - 450.363)

EXTENSION OF CORPORATE LIFE
Act 16 of 1932 (1st Ex. Sess.)
450.361-450.363 Repealed. 1972, Act 284, Eff. Jan. 1, 1973.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 26 of 1963 (2nd Ex. Sess.) - Term of Existence of Domestic Corporations (450.371 - 450.372) › Section 450.371 - Domestic Corporations; Terms of Existence.

450.371 Domestic corporations; terms of existence.
Sec. 1.
Notwithstanding any other provision of law, the term of existence of every domestic corporation heretofore incorporated or hereafter incorporating under any law of this state may be perpetual or may be for a limited period of time, as fixed by its articles, or amendment thereto made before the expiration of its corporate term, or by a certificate of extension of its corporate term, or by a certificate of renewal of its corporate term.
History:
1963, 2nd Ex. Sess., Act 26, Eff. Jan. 1, 1964
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 26 of 1963 (2nd Ex. Sess.) - Term of Existence of Domestic Corporations (450.371 - 450.372) › Section 450.372 - Effective Date of Act.

450.372 Effective date of act.
Sec. 2.
This act shall take effect on January 1, 1964.
History:
1963, 2nd Ex. Sess., Act 26, Eff. Jan. 1, 1964
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Repealed - Act 213 of 1935 - Reinstatement of Nonprofit Corporations (450.401 - 450.402)

REINSTATEMENT OF NONPROFIT CORPORATIONS
Act 213 of 1935
450.401,450.402 Repealed. 1982, Act 162, Eff. Jan. 1, 1983.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 2 of 1945 - Revival of Nonprofit Corporations (450.411 - 450.412) › Section 450.411 - Nonprofit Corporations; Renewal of Corporate Existence; New Articles; Reports; Fees; Penalty.

450.411 Nonprofit corporations; renewal of corporate existence; new articles; reports; fees; penalty.
Sec. 1.
Any nonprofit corporation organized under the laws of this state, now or heretofore in force, whose charter has become void under section 92 of Act No. 327 of the Public Acts of 1931, being section 450.92 of the Compiled Laws of 1948, for failure to file reports or to pay fees or both, and whose term of existence has subsequently expired and the time limitation provided by statute for filing an extension of corporate term has expired, but which has not been wound up or dissolved and which has nevertheless continued as a de facto corporation or has continued to hold real estate in its corporate name beyond such term may, by resolution adopted by a majority of its members present and voting at a meeting of the corporation duly called and held, in accordance with its last bylaws, or if the corporation has continued as a de facto corporation, in accordance with its bylaws currently in effect, direct the renewal of its corporate existence for such further term as permitted by law. Upon the adoption of such resolution the last president or vice-president and secretary or assistant secretary, or if a de facto corporation with newly elected officers, the currently elected de facto president or vice-president and the currently elected de facto secretary or assistant secretary, shall make, sign and acknowledge new articles to which shall be appended a copy of the proceedings of such meeting, verified by oath of the secretary of the meeting, which new articles shall be filed in the same manner as the original articles or in the manner provided by section 5 of Act No. 327 of the Public Acts of 1931, as amended, being section 450.5 of the Compiled Laws of 1948. At the time of filing such new articles the corporation shall also file reports and pay filing fees for any years in which it may be delinquent, and pay a penalty of $5.00 for each year or major part of a year that such delinquency existed.
History:
1945, Act 2, Imd. Eff. Feb. 8, 1945 ;-- Am. 1947, Act 23, Imd. Eff. Apr. 1, 1947 ;-- CL 1948, 450.411 ;-- Am. 1965, Act 394, Imd. Eff. Oct. 26, 1965 ;-- Am. 1971, Act 108, Imd. Eff. Sept. 10, 1971
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 2 of 1945 - Revival of Nonprofit Corporations (450.411 - 450.412) › Section 450.412 - Nonprofit Corporations; Revival of Charter; Extension of Corporate Term; Validity of Corporate Acts.

450.412 Nonprofit corporations; revival of charter; extension of corporate term; validity of corporate acts.
Sec. 2.
Upon the filing of such new articles and reports and the payments of such fees, the charter of the corporation shall be revived and shall be in full force and effect and the corporate term shall be extended from the date of expiration of its original term or the date of the last extension of corporate existence. The validity of all corporate acts during such period of default shall not be affected by such default, forfeiture or prior expiration. Compliance with this act shall be made before January 1, 1975.
History:
1945, Act 2, Imd. Eff. Feb. 8, 1945 ;-- Am. 1947, Act 23, Imd. Eff. Apr. 1, 1947 ;-- Am. 1948, 1st Ex. Sess., Act 37, Imd. Eff. May 10, 1948 ;-- CL 1948, 450.412 ;-- Am. 1951, Act 84, Imd. Eff. May 28, 1951 ;-- Am. 1965, Act 394, Imd. Eff. Oct. 26, 1965 ;-- Am. 1969, Act 283, Imd. Eff. Aug. 11, 1969 ;-- Am. 1971, Act 108, Imd. Eff. Sept. 10, 1971
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Repealed - Act 161 of 1947 - Reinstatement of Ecclesiastical Corporations (450.421 - 450.422)

REINSTATEMENT OF ECCLESIASTICAL CORPORATIONS
Act 161 of 1947
450.421,450.422 Repealed. 1982, Act 162, Eff. Jan. 1, 1983.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Repealed - Act 48 of 1947 - Reinstatement of Profit Corporations (450.431 - 450.432)

REINSTATEMENT OF PROFIT CORPORATIONS
Act 48 of 1947
450.431,450.432 Repealed. 1972, Act 284, Eff. Jan. 1, 1973.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Repealed - Act 90 of 1954 - Reinstatement of Nonprofit Corporations (450.441 - 450.442)

REINSTATEMENT OF NONPROFIT CORPORATIONS
Act 90 of 1954
450.441,450.442 Repealed. 1982, Act 162, Eff. Jan. 1, 1983.
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 138 of 1941 - Reinstatement of Cemetery Associations (450.471 - 450.473) › Section 450.471 - Nonprofit Cemetery Association; Reinstatement of Charter; Report; Penalty; Certificate; Filing Articles of Association.

450.471 Nonprofit cemetery association; reinstatement of charter; report; penalty; certificate; filing articles of association.
Sec. 1.
The charter of a nonprofit cemetery association which has become void or shall become void before December 31, 1974, under statutes of this state, requiring the filing of reports or the payment of fees, may be reinstated upon the payment before December 31, 1974, upon the filing of a current year's report, and the payment of a penalty of $10.00 to the department of treasury. Upon the filing of the report and payment of the penalty, the voidance of charter of the association and all delinquent reports and fees shall be waived and the charter thereof shall be revived in full force and effect. Attached to the report shall be a certificate, duly acknowledged before a notary public by an officer of the cemetery association which desires to revive its charter, stating that the association has continued in existence since the date on which the charter was forfeited and setting forth the names of those who will serve as directors or trustees of the association upon the revival of its charter.
If a nonprofit cemetery association has not heretofore filed in the office of the department of treasury its articles of association, a true copy of the articles, authenticated by the county clerk or other proper officer issuing the charter, shall be filed in the office of the department of treasury at the time of filing the current year's report, as a condition precedent to acceptance of the report by the department.
History:
1941, Act 138, Eff. May 29, 1941 ;-- Am. 1947, Act 22, Imd. Eff. Apr. 1, 1947 ;-- CL 1948, 450.471 ;-- Am. 1949, Act 105, Eff. Sept. 23, 1949 ;-- Am. 1957, Act 102, Eff. Sept. 27, 1957 ;-- Am. 1972, Act 67, Imd. Eff. Mar. 1, 1972 ;-- Am. 1974, Act 8, Imd. Eff. Jan. 30, 1974
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 138 of 1941 - Reinstatement of Cemetery Associations (450.471 - 450.473) › Section 450.472 - Non-Profit Cemetery Associations; Right Restoration; Contracts Validation.

450.472 Non-profit cemetery associations; right restoration; contracts validation.
Sec. 2.
Upon compliance with the provisions of this act, the rights of such association shall be the same as though no forfeiture had been operative, and all contracts entered into and conveyances made by or to such association during such interval shall become valid.
History:
1941, Act 138, Eff. May 29, 1941 ;-- CL 1948, 450.472
2023 Michigan Compiled Laws › Chapter 450 - Corporations › Act 138 of 1941 - Reinstatement of Cemetery Associations (450.471 - 450.473) › Section 450.473 - Non-Profit Cemetery Associations; County Clerk, Duties.

450.473 Non-profit cemetery associations; county clerk, duties.
Sec. 3.
The clerk of each county of this state shall, within 90 days from the effective date of this act, prepare and forward to the Michigan corporation and securities commission a written list taken from his records containing the names and addresses of all nonprofit cemetery associations located within his county, together with the dates when the certificates of organization of such associations were accepted for recording by his county.
History:
1941, Act 138, Eff. May 29, 1941 ;-- CL 1948, 450.473
2023 Michigan Compiled Laws › Chapter 450 - Corporations › R.S. of 1846 - Revised Statutes of 1846 (450.504 - 450.525) › R-S-1846-450-504-55 - Chapter 55 Chapter 55. General Provisions Relating to Corporations. (450.504...450.525) › R-S-1846-450-504-55-CORPORATIONS - Corporations (450.504...450.525) › Section 450.504 - Absence or Death of Person Authorized to Call or Preside at Legal Meeting of Corporation; Application; Warrant to Call Meeting.

450.504 Absence or death of person authorized to call or preside at legal meeting of corporation; application; warrant to call meeting.
Sec. 4.
If by reason of the death, absence, or other legal impediment of the officers of any corporation, there is no person duly authorized to call or preside at a legal meeting of the corporation, the district or municipal court of the judicial district or municipality where the corporation is established may, on a written application of 3 or more of the members of the corporation, issue a warrant to 1 of the members, directing him or her to call a meeting of the corporation, by giving notice as shall have been previously required by law; and the judge may, in the same warrant, direct the person to preside at the meeting until a clerk is duly chosen and qualified, if there is no other officer present legally authorized to preside at the meeting.
History:
R.S. 1846, Ch. 55 ;-- CL 1857, 2146 ;-- CL 1871, 3431 ;-- How. 4863 ;-- CL 1897, 8530 ;-- CL 1915, 11331 ;-- CL 1929, 10156 ;-- CL 1948, 450.504 ;-- Am. 1991, Act 150, Imd. Eff. Nov. 25, 1991
2023 Michigan Compiled Laws › Chapter 450 - Corporations › R.S. of 1846 - Revised Statutes of 1846 (450.504 - 450.525) › R-S-1846-450-504-55 - Chapter 55 Chapter 55. General Provisions Relating to Corporations. (450.504...450.525) › R-S-1846-450-504-55-CORPORATIONS - Corporations (450.504...450.525) › Section 450.507 - Holding of Land; Subscriptions; Donations; Stock Transfer; Articles, Amendment.

450.507 Holding of land; subscriptions; donations; stock transfer; articles, amendment.
Sec. 7.
Every such corporation may hold land to an amount authorized by law, and may convey the same and may receive subscriptions to its capital stock in lands situate in the state of Michigan, or may receive donations of lands situate in the state of Michigan, to assist or enable such corporation to perform or complete any work of public improvement in which such company may be engaged in pursuance of its charter, and may sell and convey the same; and whenever the capital stock of such corporation is divided into shares, and certificates thereof are issued, such shares may be transferred by indorsement and delivery of the certificate thereof, such indorsement being by the signature of the proprietor, or his attorney or legal representative; but such transfer shall not be valid, except between the parties thereto, until the same shall have been so entered on the books of the corporation as to show the names of the parties by and to whom transferred, the number and designation of the shares, and the date of the transfer. Where no other provision is especially made any corporation organized for profit and having a capital stock, may at any annual meeting of its stockholders, or at any special meeting duly called for that purpose, amend its articles of association in any manner not inconsistent with the act or acts under which such corporation may be organized, by a resolution adopted by a vote of 2/3 in interest of its capital stock; but such amendment shall not become operative until a certificate showing it to have been adopted as herein required, signed by the president and secretary of the corporation shall have been filed or recorded or both filed and recorded in the same manner as required in case of original articles of such corporation. And any corporation not organized for profit, and having no capital stock may amend its articles of association by a vote of a majority of the members of such corporation at any regular meeting, or at any special meeting called for that purpose, but such amendment shall not become operative until a certificate showing it to have been regularly adopted in the manner herein prescribed, signed by the president, or other chief officer, and a majority of the directors or trustees of such corporation shall have been filed, or recorded or both filed and recorded, in the same manner as required in case of original articles of such corporation.
History:
R.S. 1846, Ch. 55 ;-- CL 1857, 2149 ;-- Am. 1871, Act 86, Imd. Eff. Apr. 8, 1871 ;-- CL 1871, 3434 ;-- How. 4866 ;-- CL 1897, 8533 ;-- Am. 1901, Act 176, Eff. Sept. 5, 1901 ;-- Am. 1905, Act 317, Eff. Sept. 16, 1905 ;-- CL 1915, 11334 ;-- CL 1929, 10159 ;-- CL 1948, 450.507
2023 Michigan Compiled Laws › Chapter 450 - Corporations › R.S. of 1846 - Revised Statutes of 1846 (450.504 - 450.525) › R-S-1846-450-504-55 - Chapter 55 Chapter 55. General Provisions Relating to Corporations. (450.504...450.525) › R-S-1846-450-504-55-CORPORATIONS - Corporations (450.504...450.525) › Section 450.519 - Contributions; Recovery in Chancery.

450.519 Contributions; recovery in chancery.
Sec. 19.
When the officers or members of a corporation, or any of them, are liable for any debts of the corporation, or for any acts of such officers or members, respecting the business of the corporation, and also when any of the said officers or members shall be liable to contribute, for money paid by any other or others of them, on account of any such debt or acts, the money may be recovered by a bill in chancery; and the said court may make all such orders and decrees therein, as may be necessary to do justice between the parties.
History:
R.S. 1846, Ch. 55 ;-- CL 1857, 2161 ;-- CL 1871, 3446 ;-- How. 4878 ;-- CL 1897, 8545 ;-- CL 1915, 11336 ;-- CL 1929, 10161 ;-- CL 1948, 450.519
2023 Michigan Compiled Laws › Chapter 450 - Corporations › R.S. of 1846 - Revised Statutes of 1846 (450.504 - 450.525) › R-S-1846-450-504-55 - Chapter 55 Chapter 55. General Provisions Relating to Corporations. (450.504...450.525) › R-S-1846-450-504-55-CORPORATIONS - Corporations (450.504...450.525) › Section 450.520 - Acts of Incorporation; Amendment, Alteration or Repeal.

450.520 Acts of incorporation; amendment, alteration or repeal.
Sec. 20.
Every act of incorporation passed since the twentieth day of April, in the year 1839, or which shall be hereafter passed, shall at any time be subject to amendment, alteration or repeal, at the pleasure of the legislature: Provided, That no act of incorporation shall be repealed, unless for some violation of its charter or other default, when such charter shall contain an express provision limiting the duration of the same.
History:
R.S. 1846, Ch. 55 ;-- CL 1857, 2162 ;-- CL 1871, 3447 ;-- How. 4879 ;-- CL 1897, 8546 ;-- CL 1915, 11337 ;-- CL 1929, 10162 ;-- CL 1948, 450.520
Former Law:
For law prior to 1846, see Section 11 of Act 115 of 1839.