Title 4 — Economic Resources
115 chapters · 1,861 sections in this title.
4 CMC § 4463 Notice of Meeting
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4463. Notice of Meeting. (a) Unless the articles of incorporation or bylaws provide otherwise, regular meetings of the board of directors may be held without notice of the date, time, place, or …
4 CMC § 4464 Waiver of Notice
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4464. Waiver of Notice. (a) A director may waive any notice required by this part, the articles of incorporation, or bylaws before or after the date and time stated in the notice. Except as prov…
4 CMC § 4465 Quorum and Voting
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4465. Quorum and Voting. (a) Unless the articles of incorporation or bylaws require a greater number, a quorum of a board of directors consists of: (1) A majority of the fixed number of director…
4 CMC § 4466 Committees
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4466. Committees. (a) Unless the articles of incorporation or bylaws provide otherwise, a board of directors may create one or more committees and appoint members of the board of directors to se…
4 CMC § 4471 General Standards for Directors
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4471. General Standards for Directors. (a) A director shall discharge his duties as a director, including his duties as a member of a committee: (1) In good faith; (2) With the care an ordinaril…
4 CMC § 4472 Director Conflict of Interest
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4472. Director Conflict of Interest. (a) A conflict of interest transaction is a transaction with the corporation in which a director of the corporation has a direct or indirect interest. A conf…
4 CMC § 4473 Loans to Directors
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4473. Loans to Directors. (a) Except as provided by subsection (c) of this section, a corporation may not lend money to or guarantee the obligation of a director of the corporation unless: (1) T…
4 CMC § 4474 Liability for Unlawful Distributions
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4474. Liability for Unlawful Distributions. (a) A director who votes for or assents to a distribution made in violation of 4 CMC § 4381 or the articles of incorporation is personally liable to t…
4 CMC § 4481 Required Officers
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4481. Required Officers. (a) A corporation has the officers described in its bylaws or appointed by the board of directors in accordance with the bylaws. (b) A duly appointed officer may appoint…
4 CMC § 4482 Duties of Officers
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4482. Duties of Officers. Each officer has the authority and shall perform the duties set forth in the bylaws or, to the extent consistent with the bylaws, the duties prescribed by the board of …
4 CMC § 4483 Standards of Conduct for Officers
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4483. Standards of Conduct for Officers. (a) An officer with discretionary authority shall discharge his duties under that authority: (1) In good faith; (2) With the care an ordinarily prudent p…
4 CMC § 4484 Resignation and Removal of Officers
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4484. Resignation and Removal of Officers. (a) An officer may resign at any time by delivering notice to the corporation. A resignation is effective when the notice is delivered unless the notic…
4 CMC § 4485 Contract Rights of Officer
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4485. Contract Rights of Officers. (a) The appointment of an officer does not itself create contract rights. (b) An officer’s removal does not affect the officer’s contract rights, if any, with …
4 CMC § 4491 Article Definitions
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4491. Article Definitions. (a) “Corporation” includes any domestic or foreign predecessor entity of a corporation in a merger or other transaction in which the predecessor’s existence ceased upo…
4 CMC § 4492 Authority to Indemnify
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4492. Authority to Indemnify. (a) Except as provided in subsection (d) of this section, a corporation may indemnify an individual made a party to a proceeding because he is or was a director aga…
4 CMC § 4493 Mandatory Indemnification
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4493. Mandatory Indemnification. Unless limited by its articles of incorporation, a corporation shall indemnify a director who was wholly successful, on the merits or otherwise, in the defense o…
4 CMC § 4494 Advance for Expenses
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4494. Advance for Expenses. (a) A corporation may pay for or reimburse the reasonable expenses incurred by a director who is a party to a proceeding in advance of final disposition of the procee…
4 CMC § 4495 Court-Ordered Indemnification
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4495. Court-Ordered Indemnification. Unless a corporation’s articles of incorporation provide otherwise, a director of the corporation who is a party to a proceeding may apply for indemnificatio…
4 CMC § 4496 Determination and Authorization of Indemnification
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4496. Determination and Authorization of Indemnification. (a) A corporation may not indemnify a director under 4 CMC § 4492 unless authorized in the specific case after a determination has been …
4 CMC § 4497 Indemnification of Officers, Employees, and Agents
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4497. Indemnification of Officers, Employees, and Agents. Unless a corporation’s articles of incorporation provide otherwise: (1) An officer of the corporation who is not a director is entitled …
4 CMC § 4498 Insurance
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4498. Insurance. A corporation may purchase and maintain insurance on behalf of an individual who is or was a director, officer, employee, or agent of the corporation, or who, while a director, …
4 CMC § 4499 Application of Article
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4499. Application of Article. (a) A provision treating a corporation’s indemnification of or advance for expenses to directors that is contained in its articles of incorporation, bylaws, a resol…
4 CMC § 4901 Events Causing Dissolution and Winding Up of Company's Business
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4901. Events Causing Dissolution and Winding Up of Company’s Business. (a) A limited liability company is dissolved, and its business must be wound up, upon the occurrence of any of the followin…
4 CMC § 4902 Limited Liability Company Continues After Dissolution
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4902. Limited Liability Company Continues After Dissolution. (a) Subject to subsection (b), a limited liability company continues after dissolution only for the purpose of winding up its busines…
4 CMC § 4903 Right to Wind Up Limited Liability Company's Business
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4903. Right to Wind Up Limited Liability Company’s Business. (a) After dissolution, a member who has not wrongfully dissociated may participate in winding up a limited liability company’s busine…
4 CMC § 4904 Member's or Manager's Power and Liability as Agent After Dissolution
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4904. Member’s or Manager’s Power and Liability as Agent After Dissolution. (a) A limited liability company is bound by a member’s or manager’s act after dissolution that: (1) Is appropriate for…
4 CMC § 4905 Article of Termination
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4905. Articles of Termination. (a) At any time after dissolution and winding up, a limited liability company may terminate its existence by filing with the Registrar of Corporations articles of …
4 CMC § 4906 Distribution of Assets in Winding Up Limited Liability Company's Business
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4906. Distribution of Assets in Winding Up Limited Liability Company’s Business. (a) In winding up a limited liability company’s business, the assets of the company must be applied to discharge …
4 CMC § 4907 Known Claims Against Dissolved Limited Liability Company
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4907. Known Claims Against Dissolved Limited Liability Company. (a) A dissolved limited liability company may dispose of the known claims against it by following the procedure described in this …
4 CMC § 4908 Other Claims Against Dissolved Limited Liability Company
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4908. Other Claims Against Dissolved Limited Liability Company. (a) A dissolved limited liability company may publish notice of its dissolution and request persons having claims against the comp…
4 CMC § 4909 Grounds for Administrative Dissolution
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4909. Grounds for Administrative Dissolution. The Registrar of Corporations may commence a proceeding to dissolve a limited liability company administratively if the company does not: (1) Pay an…
4 CMC § 4910 Procedure for and Effect of Administrative Dissolution
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4910. Procedure for and Effect of Administrative Dissolution. (a) If the Registrar of Corporations determines that a ground exists for administratively dissolving a limited liability company, th…
4 CMC § 4911 Reinstatement Following Administrative Dissolution
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4911. Reinstatement Following Administrative Dissolution. (a) A limited liability company administratively dissolved may apply to the Registrar of Corporations for reinstatement within two years…
4 CMC § 4912 Appeal from Denial of Reinstatement
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TITLE 4: ECONOMIC RESOURCES DIVISION 4: CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS § 4912. Appeal from Denial of Reinstatement. (a) If the Registrar of Corporations denies a limited liability company’s application for reinstatement following administrative dissolution, the Regis…
4 CMC § 5801 Definitions
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5801. Definitions. As used in this chapter, unless a different meaning clearly appears from the context: (a) “Furnishing of materials” includes supplying of: materials incorporated in the improvement or substantially c…
4 CMC § 5802 Mechanics' Liens
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5802. Mechanics’ Liens. Any licensed construction contractor, or supplier of construction material for the improvement of real property, shall have a lien upon the improvement, as well as upon the interest of the owner…
4 CMC § 5803 Filing Claims
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5803. Filing Claims. (a) Notice. Any licensed construction contractor or construction material supplier claiming a lien shall apply therefore to the Superior Court. Such “Application for a Lien” shall be accompanied by…
4 CMC § 5804 Record in Superior Court
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5804. Record in Superior Court. The clerk of the Superior Court shall keep a book called “Notice of Completion Record” in which shall be entered a memorandum of each Notice of Completion filed and the date of filing, a…
4 CMC § 5805 Action by Court on Lien
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5805. Action by Court on Lien. Upon finding probable cause for the lien to attach, the court shall set for trial the claim within 90 days unless for good cause shown the matter should be delayed. Where the trial on the…
4 CMC § 5806 Priority and Satisfaction
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5806. Priority and Satisfaction. The lien shall relate to and take effect from the time of the visible commencement of operations for the improvement; it shall rank equally in priority subject to the provisos hereinaft…
4 CMC § 5807 Enforcement
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5807. Enforcement. After demand and refusal of the amount due or upon neglect to pay same upon demand, the lien may be enforced by action filed in the court of the senatorial district in which the property is situated.…
4 CMC § 5808 Judicial Remedies
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5808. Judicial Remedies. The court having jurisdiction of the action to foreclosure the lien shall have all of the powers pertaining to courts of equity, and in addition may: (a) Direct the issuance of a writ of attach…
4 CMC § 5809 Limitations
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TITLE 4: ECONOMIC RESOURCES DIVISION 5: BUSINESS REGULATION § 5809. Limitations. No mechanics’ liens shall be permitted upon public works or improvements owned or operated by the Commonwealth government. Ejection shall not be a remedy against a home owner where a lien is attached…
4 CMC § 6801 Unauthorized Conduct of Banking Business
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TITLE 4: ECONOMIC RESOURCES DIVISION 6: BANKING AND FINANCIAL INSTITUTIONS § 6801. Unauthorized Conduct of Banking Business. It is unlawful for any unauthorized person to engage in the business of receiving deposits, discounting evidences of indebtedness, or receiving money for t…
4 CMC § 6802 Unauthorized Assumption of Liability
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TITLE 4: ECONOMIC RESOURCES DIVISION 6: BANKING AND FINANCIAL INSTITUTIONS § 6802. Unauthorized Assumption of Liability. Except as expressly permitted in this division, a Commonwealth bank shall not assume liability as an insurer or as a guarantor or indorser of any security inst…
4 CMC § 6803 Unlawful Service as Officer or Director
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TITLE 4: ECONOMIC RESOURCES DIVISION 6: BANKING AND FINANCIAL INSTITUTIONS § 6803. Unlawful Service as Officer or Director. It is unlawful for any person to serve as an officer or director of a bank who: (a) Is an officer, director or employee of a directly competitive bank. (b) …
4 CMC § 6804 Unlawful Gratuity or Compensation; Transactions of Persons Connected With Commonwealth Bank
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TITLE 4: ECONOMIC RESOURCES DIVISION 6: BANKING AND FINANCIAL INSTITUTIONS § 6804. Unlawful Gratuity or Compensation; Transactions of Persons Connected With Commonwealth Bank. (a) It is unlawful for an affiliate of a bank or for an officer, director or employee of a bank or affil…
4 CMC § 6805 Unlawful Concealment of Transactions
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TITLE 4: ECONOMIC RESOURCES DIVISION 6: BANKING AND FINANCIAL INSTITUTIONS § 6805. Unlawful Concealment of Transactions. It is unlawful for an officer, director, employee, attorney or agent of a bank to conceal or endeavor to conceal any transaction of the bank from any officer, …
4 CMC § 6806 Improper Maintenance of Accounts; False or Deceptive Entries and Statements
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TITLE 4: ECONOMIC RESOURCES DIVISION 6: BANKING AND FINANCIAL INSTITUTIONS § 6806. Improper Maintenance of Accounts; False or Deceptive Entries and Statements. It is unlawful for an officer, director, employee, or agent of a bank: (a) To maintain or authorize the maintenance of a…
4 CMC § 6807 Unlawful Payment of Penalties and Judgments Against Others, Including Directors and Officers
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TITLE 4: ECONOMIC RESOURCES DIVISION 6: BANKING AND FINANCIAL INSTITUTIONS § 6807. Unlawful Payment of Penalties and Judgments Against Others, Including Directors and Officers. It is unlawful for a Commonwealth bank to pay a fine or penalty imposed by law upon any other person or…