§ 24.06.005 Definitions
§ 24.06.010 Application of chapter
§ 24.06.015 Purposes
§ 24.06.020 Incorporators
§ 24.06.025 Articles of incorporation
§ 24.06.030 General powers
§ 24.06.032 Additional rights and powers authorized
§ 24.06.035 Nonprofit status — Members’, officers’ immunity from liability
§ 24.06.040 Defense of ultra vires
§ 24.06.043 Indemnification of agents of any corporation authorized
§ 24.06.045 Corporate name
§ 24.06.046 Reservation of exclusive right to use corporate name
§ 24.06.047 Registration of corporate name
§ 24.06.048 Renewal of registration of corporate name
§ 24.06.050 Registered agent
§ 24.06.055 Change of registered agent
§ 24.06.060 Service of process on corporation
§ 24.06.065 Members
§ 24.06.070 Shares — Issuance — Payment — Subscription agreements
§ 24.06.075 Shares — Consideration, fixing
§ 24.06.080 Shares — Certificates
§ 24.06.085 Liability of shareholders, subscribers, assignees, executors, trustees, etc
§ 24.06.090 Preemptive share acquisition rights
§ 24.06.095 Bylaws
§ 24.06.100 Meetings of members and shareholders
§ 24.06.105 Notice of meetings
§ 24.06.110 Voting
§ 24.06.115 Quorum
§ 24.06.120 Class voting
§ 24.06.125 Board of directors
§ 24.06.130 Number and election of directors
§ 24.06.135 Vacancies
§ 24.06.140 Quorum of directors
§ 24.06.145 Committees
§ 24.06.150 Directors’ meetings
§ 24.06.153 Duties of director or officer — Standards — Liability
§ 24.06.155 Officers
§ 24.06.160 Books and records
§ 24.06.165 Loans to directors or officers
§ 24.06.175 Effect of filing of articles of incorporation
§ 24.06.180 Organization meeting
§ 24.06.185 Right to amend articles of incorporation
§ 24.06.190 Procedure to amend articles of incorporation
§ 24.06.195 Articles of amendment
§ 24.06.200 Filing of articles of amendment — Procedure
§ 24.06.205 When amendment becomes effective — Existing actions and rights not affected
§ 24.06.207 Restated articles of incorporation
§ 24.06.210 Procedure for merger
§ 24.06.215 Procedure for consolidation
§ 24.06.220 Approval of merger or consolidation
§ 24.06.225 Articles of merger or consolidation
§ 24.06.230 Merger or consolidation — When effected
§ 24.06.233 Merger or consolidation of domestic and foreign corporation — Participation in an exchange
§ 24.06.235 Effect of merger or consolidation
§ 24.06.240 Sale, lease, exchange, etc., of property and assets
§ 24.06.245 Right of member or shareholder to dissent
§ 24.06.250 Exercise of right of dissent — Rights and liabilities
§ 24.06.255 Payment of fair value to dissenting member or shareholder
§ 24.06.260 Voluntary dissolution
§ 24.06.265 Distribution of assets
§ 24.06.270 Revocation of voluntary dissolution proceedings
§ 24.06.275 Articles of dissolution
§ 24.06.280 Filing of articles of dissolution
§ 24.06.285 Involuntary dissolution
§ 24.06.290 Proceedings for administrative dissolution — Reinstatement — Survival of actions
§ 24.06.295 Venue and process
§ 24.06.300 Jurisdiction of court to liquidate assets and dissolve corporation
§ 24.06.305 Procedure in liquidation of corporation in court
§ 24.06.310 Qualifications of receivers — Bond
§ 24.06.315 Filing of claims in liquidation proceedings
§ 24.06.320 Discontinuance of liquidation proceedings
§ 24.06.325 Decree of involuntary dissolution
§ 24.06.330 Filing of decree of dissolution
§ 24.06.335 Survival of remedies after dissolution
§ 24.06.340 Registration of foreign corporation — Right to conduct affairs in the state
§ 24.06.345 Effect of registration — Governing law
§ 24.06.350 Corporate name of foreign corporation
§ 24.06.360 Foreign registration statement — Filing
§ 24.06.367 Certificate of authority as insurance company — Filing of documents
§ 24.06.369 Certificate of authority as insurance company — Registration or reservation of name
§ 24.06.370 Authorization to conduct affairs in the state — Right of state to terminate registration
§ 24.06.375 Registered agent of foreign corporation
§ 24.06.380 Change of registered agent of foreign corporation
§ 24.06.385 Resignation of registered agent
§ 24.06.390 Service of process, notice, or demand on corporation
§ 24.06.395 Failure to appoint or maintain agent — Service of process, notice, or demand
§ 24.06.400 Amendment to articles of incorporation of foreign corporation
§ 24.06.405 Merger of foreign corporation authorized to conduct affairs in this state
§ 24.06.410 Amended foreign registration statement
§ 24.06.415 Withdrawal of foreign corporation
§ 24.06.425 Termination of registration
§ 24.06.435 Conducting affairs without registering
§ 24.06.440 Annual report of domestic and foreign corporations
§ 24.06.450 Applicable fees, charges, and penalties
§ 24.06.462 Fees for services by secretary of state
§ 24.06.465 Penalties imposed upon corporation — Penalty established by secretary of state
§ 24.06.470 Penalties imposed upon directors and officers
§ 24.06.475 Interrogatories by secretary of state
§ 24.06.480 Confidential nature of information disclosed by interrogatories
§ 24.06.485 Power and authority of secretary of state
§ 24.06.490 Duty of secretary of state to file — Review of refusal to file
§ 24.06.500 Greater voting requirements
§ 24.06.505 Waiver of notice
§ 24.06.510 Action by members or directors without a meeting
§ 24.06.515 Unauthorized assumption of corporate powers
§ 24.06.520 Reinstatement and renewal of corporate existence — Fee
§ 24.06.525 Reorganization of corporations or associations in accordance with this chapter
§ 24.06.600 Locally regulated utilities — Attachments to poles
§ 24.06.605 Locally regulated utilities — Involuntary termination of electric service during heat-related alerts prohibited — Reconnection and repayment plan — Report
§ 24.06.610 Tariff for irrigation pumping service — Authority for locally regulated utility to buy back electricity
§ 24.06.615 Conversion of domestic corporation to limited cooperative association — Procedure
§ 24.06.900 Short title
§ 24.06.905 Existing liabilities not terminated — Continuation of corporate existence — Application of chapter
§ 24.06.920 Effective date — 1969 ex.s. c 120

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Terms Used In Washington Code > Chapter 24.06 - Nonprofit miscellaneous and mutual corporations act

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • An officer of the corporation: means , in connection with the execution of documents submitted for filing with the secretary of state, the president, a vice president, the secretary, or the treasurer of the corporation. See Washington Code 24.06.005
  • Answer: The formal written statement by a defendant responding to a civil complaint and setting forth the grounds for defense.
  • Articles of incorporation: includes the original articles of incorporation and all amendments thereto, and includes articles of merger. See Washington Code 24.06.005
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Attachment: A procedure by which a person's property is seized to pay judgments levied by the court.
  • Attorney-in-fact: A person who, acting as an agent, is given written authorization by another person to transact business for him (her) out of court.
  • Bequest: Property gifted by will.
  • 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. See Washington Code 24.06.005
  • Bylaws: means the code or codes of rules adopted for the regulation or management of the affairs of the corporation irrespective of the name or names by which such rules are designated. See Washington Code 24.06.005
  • Consumer cooperative: means a corporation engaged in the retail sale, to its members and other consumers, of goods or services of a type that are generally for personal, living, or family use. See Washington Code 24.06.005
  • Contract: A legal written agreement that becomes binding when signed.
  • Conviction: A judgement of guilt against a criminal defendant.
  • 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.
  • Deed: The legal instrument used to transfer title in real property from one person to another.
  • Devise: To gift property by will.
  • domestic corporation: means a mutual corporation or miscellaneous corporation subject to the provisions of this chapter, except a foreign corporation. See Washington Code 24.06.005
  • Duplicate originals: means two copies, original or otherwise, each with original signatures, or one original with original signatures and one copy thereof. See Washington Code 24.06.005
  • Effective date: means , in connection with a document filing made by the secretary of state, the date on which the filing becomes effective under RCW 23. See Washington Code 24.06.005
  • Entitlement: A Federal program or provision of law that requires payments to any person or unit of government that meets the eligibility criteria established by law. Entitlements constitute a binding obligation on the part of the Federal Government, and eligible recipients have legal recourse if the obligation is not fulfilled. Social Security and veterans' compensation and pensions are examples of entitlement programs.
  • Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. Source: U.S. Courts
  • Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
  • Ex officio: Literally, by virtue of one's office.
  • Executor: A male person named in a will to carry out the decedent
  • Foreign corporation: means a mutual or miscellaneous corporation or other corporation organized under laws other than the laws of this state which would be subject to the provisions of this chapter if organized under the laws of this state. See Washington Code 24.06.005
  • Fraud: Intentional deception resulting in injury to another.
  • Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
  • Guardian: A person legally empowered and charged with the duty of taking care of and managing the property of another person who because of age, intellect, or health, is incapable of managing his (her) own affairs.
  • Indemnification: In general, a collateral contract or assurance under which one person agrees to secure another person against either anticipated financial losses or potential adverse legal consequences. Source: FDIC
  • Insolvent: means inability of a corporation to pay debts as they become due in the usual course of its affairs. See Washington Code 24.06.005
  • Interrogatories: Written questions asked by one party of an opposing party, who must answer them in writing under oath; a discovery device in a lawsuit.
  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Member: means one having membership rights in a corporation in accordance with provisions of its articles of incorporation or bylaws. See Washington Code 24.06.005
  • Miscellaneous corporation: means any corporation which is organized for a purpose or in a manner not provided for by the Washington business corporation act or by the Washington nonprofit corporation act, and which is not required to be organized under other laws of this state. See Washington Code 24.06.005
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • Mutual corporation: means a corporation organized to accomplish one or more of its purposes on a mutual basis for members and other persons. See Washington Code 24.06.005
  • Oath: A promise to tell the truth.
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • person: may be construed to include the United States, this state, or any state or territory, or any public or private corporation or limited liability company, as well as an individual. See Washington Code 1.16.080
  • Personal property: All property that is not real property.
  • Precedent: A court decision in an earlier case with facts and law similar to a dispute currently before a court. Precedent will ordinarily govern the decision of a later similar case, unless a party can show that it was wrongly decided or that it differed in some significant way.
  • Quorum: The number of legislators that must be present to do business.
  • Registered office: means the address of the corporation's registered agent. See Washington Code 24.06.005
  • share: means the units into which the proprietary interests of a corporation are divided in a corporation organized with stock. See Washington Code 24.06.005
  • shareholder: means one who is a holder of record of one or more shares in a corporation organized with stock. See Washington Code 24.06.005
  • Statute: A law passed by a legislature.
  • Summons: Another word for subpoena used by the criminal justice system.
  • Trustee: A person or institution holding and administering property in trust.