Ohio Revised Code Search

...ed in the preferential amount. (b) The form of consideration to be received by holders of each particular class or series of outstanding shares of the issuing public corporation in the Chapter 1704. transaction, apart from any portion that is interest, is in cash or, if the interested shareholder previously purchased shares of that class or series, is in the same form the interested shareholder previously paid to ac...

...(A) In order to form a limited liability company, one or more persons shall execute articles of organization and deliver the articles to the secretary of state for filing. The articles of organization shall set forth all of the following: (1) The name of the limited liability company; (2) The name and street address of the limited liability company's statutory agent and a written acceptance of the appointment tha...

... the secretary of state for filing on a form prescribed by the secretary of state a statement of authority. Such a statement: (1) Shall include the name and registration number of the limited liability company; (2) May state the authority of a specific person, or, with respect to any position that exists in or with respect to the limited liability company or series thereof, of all persons holding the position, to...

...from a limited liability company in any form other than money. Except as otherwise provided in division (C) of section 1706.475 of the Revised Code, a limited liability company may distribute an asset in kind if each member receives a percentage of the asset in proportion to the member's share of contributions. (4) If a member becomes entitled to receive a distribution, the member has the status of, and is entitled...

...of state. (2) It shall describe the information that must be included in a claim and provide a mailing address to which the claim must be sent. (3) It shall state that if not sooner barred, a claim against the dissolved limited liability company will be barred unless a proceeding to enforce the claim is commenced within two years after the publication of the notice. (C) If a dissolved limited liability company ...

... a foreign limited liability company is formed governs all of the following: (1) The organization and internal affairs of the foreign limited liability company; (2) The liability of a member as a member for the debts, obligations, or other liabilities of the foreign limited liability company or a series thereof; (3) The authority of the members and agents of a foreign limited liability company or a series there...

...ll of the following: (1) The name and form of each constituent entity; (2) The name and form of the surviving entity and, if the surviving entity is to be created pursuant to the merger, a statement to that effect; (3) The terms and conditions of the merger, including the manner and basis for converting the interests in each constituent entity into any combination of money, interests in the surviving entity, an...

...ll of the following: (1) The name and form of each constituent entity, the jurisdiction of its governing statute, and its registration number, if any, as it appears on the records of the secretary of state; (2) The name and form of the surviving entity, the jurisdiction of its governing statute, and, if the surviving entity is created pursuant to the merger, a statement to that effect; (3) The date the merger i...

...he converted entity; (b) The name and form of the converted entity and the jurisdiction of its governing statute; (c) The date the conversion is effective under the governing statute of the converted entity; (d) A statement that the conversion was approved as required by this chapter; (e) A statement that the conversion was approved as required by the governing statute of the converted entity; (f) If the co...

...istence of the converting entity in the form of a limited liability company. (9) If the converted entity is a limited liability company, the existence of the limited liability company shall be deemed to have commenced on the date the converting entity commenced its existence in the jurisdiction in which the converting entity was first created, formed, organized, incorporated, or otherwise came into being. (B) A c...

...web site. (2) It shall describe the information that must be included in a claim and provide a mailing address to which the claim must be sent. (3) It shall state that if not sooner barred, a claim against the dissolved series will be barred unless a proceeding to enforce the claim is commenced within two years following the publication of the notice. (C) If a dissolved series publishes a notice in accordance w...

...d dealer, which description shall be on forms prescribed by the division and shall set forth: (1) The name of the issuer; (2) A brief description of the securities; (3) The amount of the securities to be offered after the filing of the description for sale in this state and, if all the securities are not to be offered by the person filing the description, then the respective amounts to be offered by others, s...

...urities and exchange commission; (b) A form U-1 or form NF of the North American securities administrators association. (2) Appropriate filing fees consisting of both of the following: (a) A flat fee of one hundred dollars; (b) A fee calculated at one-tenth of one per cent of the aggregate price at which the securities are to be sold to the public in this state, which calculated fee, however, shall in no case be ...

... (C) Notwithstanding any application, form, or other material filed with or submitted to the division that purports to appoint as agent for service of process a person other than the secretary of state, the application, form, or other material shall be considered to appoint the secretary of state as agent for service of process. (D) Service of any process or pleadings may be made on the secretary of state in the...

...final offering circular, prospectus, or form U-7 of the North American securities administrators association that any future transaction with an officer, director, five per cent shareholder, manager, trustee, or general partner will be on terms no less favorable to the issuer than could be obtained from an independent third party. (2) The issuer does not disclose both of the following in the final offering circular,...

... a licensed dealer changes its business form, reincorporates, or by merger or otherwise becomes a different person, as person is defined in section 1707.01 of the Revised Code, upon application the division may transfer the dealer's license and the licenses of its salespersons to the successor entity, if the division finds that the successor entity is substantially similar to the predecessor entity. The fee for...

...vision has compiled in original or copy form for five years from the date of the alleged or suspected violation of any provision of this chapter. All other documents filed with the division shall be retained in original or copy form for five years. The division may by rule exempt any document or record from this section, provided that any document or record exempted is retained by the division for at least as long ...

...r account, is registered in beneficiary form when the registration includes a designation of a beneficiary to take the ownership of the security at the time of the death of the owner or the deaths of all multiple owners.

...iciary on a registration in beneficiary form has no effect on ownership until the death of the owner of a security. A registration in beneficiary form of a security may be canceled or changed at any time by the sole owner or all of the then surviving owners of the security, without the consent of the beneficiary.

...of a security registered in beneficiary form shall pass to the beneficiary or beneficiaries who survived all owners. On proof of death of all owners and compliance with any applicable requirements of the registering entity, but subject to the limitations of section 5731.39 of the Revised Code, a security registered in beneficiary form may be reregistered in the name of the beneficiary or beneficiaries who survived th...

...ion, convention, or association that is formed primarily or exclusively for religious purposes and that is not formed for the private profit of any person. (C) "Church property" means property that is described as being exempt from taxation under division (A)(2) of section 5709.07 of the Revised Code and that the county auditor has entered on the exempt list compiled under section 5713.07 of the Revised Code. (...

...profit corporation governing a district formed under this chapter shall provide all the following: (1) The name for the district, which shall include the name of each participating political subdivision of the district; (2) A description of the territory within the district, which may be all or part of each participating political subdivision. The description shall be specific enough to enable real property own...

...r for a certificate of authorization on forms containing such information as is prescribed by the chancellor. Each institution or school with a certificate of authorization shall file an annual report with the chancellor in such form and containing such information as the chancellor prescribes. The chancellor shall adopt a rule under Chapter 119. of the Revised Code establishing fees to pay the cost of reviewing an ...

...tement with the attorney general upon a form prescribed by the attorney general. Each chapter, branch, or affiliate of a charitable organization that is required to file a registration statement under this section either shall file a separate registration statement or report the necessary information to its parent charitable organization that then shall file a consolidated registration statement. The annual registrat...

...ting the trust, pursuant to the Ohio Uniform Prudent Investor Act. (F) Any person offering to sell or selling any burial lot, burial right, entombment right, or columbarium right shall give to the purchaser of the lot or right, at the time of sale, a written agreement that identifies and unconditionally guarantees to the purchaser the specific location of the lot or the specific location to which the right applies....