PocketLaw | Rhode Island General Laws | Rhode Island Nonprofit

Rhode Island Nonprofit Corporation Act

Checkout our iOS App for a better way to browser and research.

Short title.

Definitions.

Corporations to which this chapter applies.

Purposes.

General powers.

Indemnification.

Guarantee authorized by members.

Limiting powers of certain corporations.

Exemption from liability.

Defense of ultra vires.

Corporate name.

Section
7-6-11.1

Reservation of name - Transfer of reserved name.

Registered office and registered agent.

Change of registered office or registered agent.

Service of process on corporation.

Members.

Bylaws.

Bylaws and other powers in emergency.

Meetings of members.

Notice of members' meetings.

Voting.

Quorum.

Board of directors.

Number and election of directors.

Vacancies on board of directors.

Quorum of directors.

Committees.

Section
7-6-26.1

Director conflicts of interest.

Place and notice of directors' meetings.

Officers.

Removal of officers.

Books and records.

Dividends prohibited.

Loans to directors prohibited.

Incorporators.

Articles of incorporation.

Filing of articles of incorporation.

Effect of issuance of certificate of incorporation.

Organization meetings.

Right to amend articles of incorporation.

Procedure to amend articles of incorporation.

Articles of amendment.

Effectiveness of amendment.

Section
7-6-41.1

Certificate of correction.

Restated articles of incorporation.

Procedure for merger.

Procedure for consolidation.

Approval of merger or consolidation.

Articles of merger or consolidation.

Effect of merger or consolidation.

Merger or consolidation of domestic and foreign corporations.

Sale, lease, exchange, or mortgage of assets.

Voluntary dissolution.

Distribution of assets.

Plan of distribution.

Revocation of voluntary dissolution proceedings.

Articles of dissolution.

Filing of articles of dissolution.

Revocation of certificate of incorporation.

Issuance of certificate of revocation.

Withdrawal of certificate of revocation.

Appeal from revocation of articles of incorporation.

Jurisdiction of court to liquidate assets and affairs of the corporation.

Procedure in liquidation of corporation by court.

Qualification of receivers.

Filing of claims in liquidation proceedings.

Discontinuance of liquidation proceedings.

Decree of involuntary dissolution.

Filing of decree of dissolution.

Deposits with general treasurer.

Survival of remedy after dissolution.

Continuation of certain corporate powers.

Admission of foreign corporation.

Powers of foreign corporation.

Corporate name of foreign corporation.

Change of name by foreign corporation.

Application by foreign corporation for certificate of authority.

Filing of application by foreign corporation for certificate of authority.

Effect of certificate of authority by foreign corporation.

Registered office and registered agent of foreign corporation.

Change of registered office or registered agent of foreign corporation.

Service of process on foreign corporation.

Amendment to articles of incorporation of foreign corporation.

Section
7-6-80.1

Foreign application for transfer of authority.

Merger of foreign corporation authorized to conduct affairs in this state.

Amended certificate of authority.

Withdrawal of foreign corporation.

Filing of application for withdrawal.

Revocation of certificate of authority.

Issuance of certificate of revocation.

Withdrawal of certificates of revocation.

Appeal from revocation of certificate of authority.

Conducting affairs without certificate of authority.

Annual report of domestic and foreign corporations.

Filing of annual report of domestic and foreign corporations.

Fees for filing documents and issuing certificates.

Miscellaneous charges.

Penalties imposed upon corporation.

Penalties imposed upon directors and officers.

Interrogatories by secretary of state.

Information disclosed by interrogatories.

Powers of secretary of state.

Appeal from secretary of state.

Section
7-6-100

Certificates and certified copies to be received in evidence.

Section
7-6-101

Forms to be furnished by secretary of state.

Section
7-6-102

Greater voting requirements.

Section
7-6-103

Waiver of notice.

Section
7-6-104

Action by incorporators, members, or directors without a meeting.

Section
7-6-105

Unauthorized assumption of corporate powers.

Section
7-6-106

Reservation of power.

Section
7-6-107

Effect of repeal of prior chapters.

Section
7-6-108

Effect of invalidity of part of this chapter.