HF 3025

FIRST ENGROSSMENT

Sec. 1: Officer definition modified.

Sec. 2: Cumulative voting modification provisions modified for directors.

Sec. 3: Other officer appointment and election provisions modified.

Sec. 4: Officer removal provisions modified.

Sec. 5: Shared dividend, divisions, and combinations amendment of articles filing provisions modified.

Sec. 6: Fractional shares voting rights changes provisions modified.

Sec. 7: Transfer or registration of transfer of securities restriction permission provisions modified.

Sec. 8: Shareholder meeting notice provisions modified.

Sec. 9: Other documents requirement provisions modified.

Sec. 10: No shareholder approval requirement provisions modified.

Sec. 11: Officer definition modified.

Sec. 12: Statutory corporation governing provisions that may be modified in articles or bylaws provisions modified.

Sec. 13: Corporation optional provisions for specific subjects provisions modified.

Sec. 14: Facts outsider of the articles dependence language provided.

Sec. 15: Incorporator or board approval provisions modified.

Sec. 16: Board approval provisions modified for members with voting rights.

Sec. 17: Board approval provisions modified where members have voting rights.

Sec. 18: Bylaw adoption and amendment provisions modified where members have no voting rights.

Sec. 19: Bylaw adoption and amendment provisions modified where members have voting rights.

Sec. 20: Board of directors number provisions modified.

Sec. 21: Board of directors vacancies provisions modified.

Sec. 22: Board meetings time and place provisions modified.

Sec. 23: Meeting calls and notice provisions modified.

Sec. 24: Act of the board provisions modified.

Sec. 25: Action method provisions modified.

Sec. 26: Written action notice and liability provisions modified.

Sec. 27: Committee membership provisions modified.

Sec. 28: Subcommittee creation language provided.

Sec. 29: Procedural provisions modified when conflict arises.

Sec. 30: Nonprofit corporations��� officer requirement provisions modified.

Sec. 31: Nonprofit corporations��� officer requirement provisions modified.

Sec. 32: Multiple officer provisions modified.

Sec. 33: Officers considered elected provisions modified.

Sec. 34: Officer removal provisions modified.

Sec. 35: Indemnification of other persons provisions modified.

Sec. 36: Nonprofit corporations; approval by board and members with voting rights provisions modified.

Sec. 37: Transfer of assets approval requirement provisions modified.

Sec. 38: Corporation dissolution approval requirement provisions modified.

Sec. 39: Nonprofit corporation dissolution; approval by members with voting rights provisions modified.

Sec. 40: Manager definition modified.

Sec. 41: Meeting notice distribution requirement provisions modified.

Sec. 42: Limited liability company inspection rights provisions modified.

Sec. 43: Limited liability companies other managers provisions modified.

Sec. 44: Limited liability companies manager removal provisions modified.

Sec. 45: Limited liability companies no member approval requirement provisions modified.

Sec. 46: Effective date provided.

Article 2: Registered agents and offices provisions modified.

Sec. 1: Online signatures, acknowledgement, or notarization on documents provisions modified.

Sec. 2: Secretary of State; inaccurate or defective instruments correction procedure provisions modified.

Sec. 3: Secretary of State; annual renewal filing provisions modified.

Sec. 4: Secretary of State; automatic name reservation provisions modified.

Sec. 5: Registered agent for service of process language provided.
Subd. 1: Registered office language provided.
Subd. 2: Registered agent language provided.
Subd. 3: Change of agent or office language provided.
Subd. 4: Resignation of agent language provided.
Subd. 5: Change of business address or name of agent language provided.

Sec. 6: Names including the words bank or insurance filing system language provided.

Sec. 7: Deed or mortgage recording requirement provisions modified.

Sec. 8: Corporation registered office and registered agent provisions modified.

Sec. 9: Corporation registered office change or registered agent name change provisions modified.

Sec. 10: Foreign corporation certificate of authority issuance provisions modified.

Sec. 11: Certificate of authority application form provisions modified.

Sec. 12: Foreign corporation office and agent provisions modified.

Sec. 13: Cooperative registered office provisions modified.

Sec. 14: Articles of incorporation contents provisions modified.

Sec. 15: Cooperative registered office and agent provisions modified.

Sec. 16: Articles of incorporation required provisions modified.

Sec. 17: Corporation registered office and registered agent provisions modified.

Sec. 18: Corporation registered office change or registered agent name change provisions modified.

Sec. 19: Limited partnerships office and agent for service of process provisions modified.

Sec. 20: Limited partnerships administrative dissolution provisions modified.

Sec. 21: Foreign limited partnership certificate of authority application provisions modified.

Sec. 22: Foreign limited partnership alternate name provisions modified.

Sec. 23: Foreign limited partnership certification of authority revocation provisions moidified.

Sec. 24: Limited liability company registered office and agent provisions modified.

Sec. 25: Limited liability company registered office change or agent change provisions modified.

Sec. 26: Limited liability company certificate of authority revocation provisions modified.

Sec. 27: Statement of qualification provisions modified for change from partnership to limited liability partnership.

Sec. 28: Foreign limited liability partnership foreign qualification statement filing provisions modified.

Sec. 29: Trademark or service mark registration application provisions modified.

Sec. 30: Mark registration application and renewal provisions modified.

Sec. 31: Existing mark registrations term provisions modified.

Sec. 32: Repealer provided.