As used in the Nonprofit Corporation Act, unless the context otherwise requires:
A. "corporation" or "domestic corporation" means a nonprofit corporation subject to the provisions of the Nonprofit Corporation Act, except a foreign corporation;
B. "foreign corporation" means a nonprofit corporation organized under laws other than the laws of New Mexico for a purpose for which a corporation may be organized under the Nonprofit Corporation Act;
C. "nonprofit corporation" means a corporation no part of the income or profit of which is distributable to its members, directors or officers;
D. "articles of incorporation" means the original or restated articles of incorporation or articles of consolidation and all amendments thereto, including articles of merger;
E. "bylaws" means the code of rules adopted for the regulation or management of the affairs of the corporation, irrespective of the name by which such rules are designated;
F. "member" means one having membership rights in a corporation in accordance with the provisions of its articles of incorporation or bylaws;
G. "board of directors" means the group of persons vested with the management of the affairs of the corporation, irrespective of the name by which such group is designated;
H. "insolvent" means inability of a corporation to pay its debts as they become due in the usual course of its affairs;
I. "commission" or "corporation commission" means the public regulation commission [secretary of state] or its delegate;
J. "address" means:
(1) the mailing address and the street address, if within a municipality; or
(2) the mailing address and a rural route number and box number, if any, or the geographical location, using well-known landmarks, if outside a municipality;
K. "duplicate original" means a document that is signed or executed in duplicate;
L. "delivery" means:
(1) if personally served, the date documentation is received by the corporations bureau of the commission; and
(2) if mailed to the commission [secretary of state], the date of the postmark plus three days, upon proof thereof by the party delivering the documentation; and
M. "person" includes individuals, partnerships, corporations and other associations.
History: 1953 Comp., § 51-14-44, enacted by Laws 1975, ch. 217, § 2; 1977, ch. 178, § 2; 1983, ch. 304, § 8; 1989, ch. 294, § 1; 1998, ch. 108, § 26.
ANNOTATIONSBracketed material. — The bracketed material was inserted by the compiler and is not part of the law.
Laws 2013, ch. 75, § 9 provided that as of July 1, 2013, the secretary of state, pursuant to N.M. const., Art. 11, § 19, shall assume responsibility for chartering corporations as provided by law, including the performance of the functions of the former corporations bureau of the public regulation commission, and that except for Subsection D of 53-5-8 NMSA 1978, references to the "public regulation commission", "state corporation commission" or "commission" shall be construed to be references to the secretary of state. See 8-4-7 NMSA 1978.
The 1998 amendment, effective January 1, 1999, deleted "the term" at the end of the introductory language; deleted "or purposes" preceding "for which a" near the middle of Subsection B; deleted "or codes" preceding "of rules adopted" deleted "or names" preceding "by which such rules are" in Subsection E; substituted "public regulation" for "state corporation" near the end of Subsection I; substituted "that" for "which" near the end of Subsection K; and substituted "corporation bureau of the commission" for "commission's corporation department" near the end of Paragraph L(1).
The 1989 amendment, effective January 1, 1990, in Subsection J, added the paragraph designations, deleted "a recitation of" at the end of the introductory language, in Paragraph (1) deleted "or post office box number" following "mailing address" and "a description of" from the end of the paragraph, and, in Paragraph (2), inserted "the mailing address and a rural route number and box number, if any, or" and "using well-known landmarks"; and added Subsection M.
The 1983 amendment, effective June 17, 1983, added "or its delegate" at the end of Subsection I and added Subsection L.