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July 9, 2021

Corporate Compliance

Corporation Act Nonprofit

Effective July 9, HB 6064 makes changes related to the conversion of various entity types to a nonprofit corporation.

"SECTION 1. Sections 7-6-2, 7-6-43, 7-6-44, 7-6-45, 7-6-46, 7-6-47 and 7-6-48 of the 2 General Laws in Chapter 7-6 entitled "Rhode Island Nonprofit Corporation Act" are hereby 3 amended to read as follows:
4 7-6-2. Definitions.
5 As used in this chapter, unless the context otherwise requires, the term:
6 (1) "Articles of incorporation" means the original or restated articles of incorporation or
7 articles of consolidation and all amendments to it, including articles of merger and special acts of
8 the general assembly creating corporations and/or entities.
9 (2) "Authorized representative" means a person who is duly authorized by a nonprofit
10 corporation's board of directors to act on behalf of the nonprofit corporation.
11 (3) "Board of directors" means the group of persons vested with the management of the
12 affairs of the corporation (including, without being limited to, a board of trustees) regardless of the
13 name by which the group is designated.
14 (4) "Bylaws" means the code or codes of rules adopted for the regulation or management
15 of the affairs of the corporation regardless of the name, or names, by which the rules are designated.
16 (5) "Corporation" or "Domestic corporation" means a nonprofit corporation subject to the
17 provisions of this chapter, except a foreign corporation."

 

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