Utah Code 16-6a-606. Transfers
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(1) Except as provided in Subsection (3), and unless otherwise provided in the articles of incorporation or the bylaws, a member of a nonprofit corporation may not transfer:
Terms Used In Utah Code 16-6a-606
- Articles of incorporation: include :(3)(a) amended articles of incorporation;(3)(b) restated articles of incorporation;(3)(c) articles of merger; and(3)(d) a document of a similar import to the documents described in Subsections (3)(a) through (c). See Utah Code 16-6a-102
- Bylaws: includes :
(6)(b)(i) amended bylaws; and(6)(b)(ii) restated bylaws. See Utah Code 16-6a-102- Class: means a group of memberships that has the same right with respect to voting, dissolution, redemption, transfer, or other characteristics. See Utah Code 16-6a-102
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Individual: means :
(31)(a) a natural person;(31)(b) the estate of an incompetent individual; or(31)(c) the estate of a deceased individual. See Utah Code 16-6a-102- Member: includes :
(34)(b)(i) "voting member"; and(34)(b)(ii) a shareholder in a water company. See Utah Code 16-6a-102- Membership: refers to the rights and obligations of a member or members. See Utah Code 16-6a-102
- Shareholder: means a person in whose name a share is registered in the records of a nonprofit corporation. See Utah Code 16-6a-102
- Water company: means :
(58)(a) the same as that term is defined in Subsection16-4-102 (5); or(58)(b) a mutual benefit corporation, when the stock in the mutual benefit corporation represents a right to receive a distribution of water for beneficial use. See Utah Code 16-6a-102(1)(a) a membership; or(1)(b) any right arising from a membership.(2) Except as provided in Subsection (3), where transfer rights have been provided in the articles of incorporation or the bylaws of a nonprofit corporation, a restriction on transfer rights may not be binding with respect to a member holding a membership issued before the adoption of the restriction, unless the restriction is approved by the affected member.(3)(3)(a) For a water company, unless otherwise provided by the articles of incorporation or bylaws, ownership of shares is transferrable.(3)(b) Any restriction on the transfer of ownership under Subsection (3)(a):(3)(b)(i) shall be reasonable;(3)(b)(ii) shall be adopted in good faith and for a legitimate purpose;(3)(b)(iii) shall be adopted in the best interest of the water company and its shareholders; and(3)(b)(iv) may not discriminate against any individual shareholder or class of shareholders, but in a company where there are classes or divisions of stock, restrictions may differ between the classes or divisions. - Bylaws: includes :