Ohio Revised Code Search
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Section 1701.802 | Merger converting wholly owned subsidiary into parent corporation.
... holding company. (2) If the corporate name of the holding company immediately following the effective time of the merger is the same as the corporate name of the parent corporation immediately prior to the effective time of the merger, the shares of capital stock of the holding company into which the shares of capital stock of the parent corporation are converted in the merger shall be represented by the stock cert... |
Section 1701.88 | Winding up or obtaining reinstatement - powers and duties of directors.
... (9) Make conveyances in the corporate name; (10) Lease real estate for any term, including ninety-nine years renewable forever; (11) Settle or compromise claims in favor of or against the corporation; (12) Employ one or more persons as liquidators to wind up the affairs of the corporation with such authority as the directors see fit to grant; (13) Cause the title to any of the assets of the corporation to ... |
Section 1702.01 | Nonprofit corporation law definitions.
... office" of a corporation is the place named as such in its articles. (K) "Directors" means the persons vested with the authority to conduct the affairs of the corporation irrespective of the name, such as trustees, by which they are designated. (L) "Insolvent" means that the corporation is unable to pay its obligations as they become due in the usual course of its affairs. (M)(1) Subject to division (M)(2) o... |
Section 1702.10 | Adoption of regulations.
... directors in addition to any directors named in the articles; and may also elect members in addition to any named or provided for in the articles. If the incorporators fail to adopt regulations as authorized by this section within ninety days after the date of incorporation, regulations may be adopted at a meeting of voting members by the affirmative vote of a majority of the voting members. |
Section 1702.461 | Conversion to domestic or foreign entity other than a for profit corporation or domestic corporation; written declaration of conversion.
...t forth all of the following: (a) The name and form of entity that is being converted, the name and form of entity into which the entity will be converted, and the jurisdiction of formation of the converted entity; (b) If the converted entity is a domestic entity, the complete terms of all documents required under the applicable chapter of the Revised Code to form the converted entity; (c) If the converted en... |
Section 1702.49 | Winding up or obtaining reinstatement - powers and duties of directors.
...sale, make conveyances in the corporate name, lease real estate for any term, including ninety-nine years renewable forever, settle or compromise claims in favor of or against the corporation, employ one or more persons as liquidators to wind up the affairs of the corporation with such authority as the directors see fit to grant, cause the title to any of the assets of the corporation to be conveyed to such liquidato... |
Section 1703.27 | Foreign nonprofit corporations.
...ot limited to, the following: (A) The name of the corporation; (B) The state under the laws of which it is incorporated; (C) The location of its principal office; (D) The corporate privileges it proposes to exercise in this state; (E) The appointment of a designated agent and the complete address of such agent, which shall comply with the requirements of section 1703.041 of the Revised Code; (F) Its irrev... |
Section 1706.16 | Articles of organization.
...t 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 that is signed by the agent; (3) If applicable, a statement as provided in division (B)(3) of section 1706.761 of the Revised Code; (4) Any other matters the organizers or the members determine to include in ... |
Section 1706.161 | Amendments to articles of organization.
...of the following information: (1) The name and registration number of the limited liability company; (2) The changes the amendment makes to the articles of organization as most recently amended or restated. (D) Restated articles of organization shall be delivered to the secretary of state for filing in the same manner as an amendment. Restated articles of organization shall be designated as such in the heading ... |
Section 1706.175 | Certificate of full force and effect; foreign limited liability company certificate of registration.
...: (1) The limited liability company's name; (2) The limited liability company's date of formation; (3) That the limited liability company is in full force and effect on the records of the secretary of state. (B) The secretary of state, upon request and payment of the requisite fee, shall furnish to any person a certificate of registration for a foreign limited liability company if the records filed in the off... |
Section 1706.19 | Statement of authority, amendments and cancellation, certificate of dissolution.
...ch 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 enter into transactions on behalf of the limited liability company or series thereof. (B) To amend or cance... |
Section 1706.20 | Statement of denial.
...A person named in a filed statement of authority may deliver to the secretary of state for filing on a form prescribed by the secretary of state a statement of denial that does both of the following: (A) States the name and registration number of the limited liability company and the date of filing of the statement of authority to which the statement of denial pertains; (B) Denies the person's authority. |
Section 1706.471 | Effect of dissolution.
...g forth all of the following: (a) The name and registration number of the limited liability company; (b) That the limited liability company has dissolved; (c) The effective date of the certificate of dissolution if it is not to be effective upon the filing. Such an effective date shall be a date certain and shall not be a date prior to the date of filing. (d) A copy of the notice it will publish pursuant to d... |
Section 1706.71 | Merger authority, conditions, and conversion of ownership interests.
...include all 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 e... |
Section 1706.72 | Conversion to or from LLC form.
...include all of the following: (1) The name and form of the converting entity before conversion; (2) The name and form of the converted entity after conversion; (3) The terms and conditions of the conversion, including the manner and basis for converting interests in the converting entity into any combination of money, interests in the converted entity, and other consideration allowed under division (C) of this ... |
Section 1706.722 | Conversion certificate and effective date.
...ed into the 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) ... |
Section 1706.762 | Separate asset series-how assets held.
...irectly or indirectly, including in the name of the series, in the name of the limited liability company, through a nominee, or otherwise. (B) If the records of a series are maintained in a manner so that the assets of the series can be reasonably identified by specific listing, category, type, quantity, or computational or allocational formula or procedure, including a percentage or share of any assets, or by any ... |
Section 1706.83 | Chapter applies to all LLCs on and after February 11, 2022.
...ited liability company that registers a name in this state on or after February 11, 2022, every foreign limited liability company that has registered a name in this state prior to February 11, 2022, and every foreign limited liability company that has filed an application for registration as a foreign limited liability company prior to February 11, 2022, pursuant to Chapter 1705. of the Revised Code. |
Section 1707.052 | Offerings-disclosure to purchasers.
... or performing similar functions in the name of and on behalf of the issuer, including their titles and their relevant experience; (6) The material facts of its business plan and capital structure; (7) Any material risks to the issuer and its business plan; (8) Its intended use of the offering proceeds, including any amounts to be paid, as compensation or otherwise, to an owner, member, person in executive mana... |
Section 1707.08 | Registration by description.
... 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, so far as those amounts are known, and the names and addresses of... |
Section 1707.15 | Applying for dealer's license.
...of the following information: (1) The name and address of the applicant; (2) The location and addresses of the principal office and all other offices of the applicant; (3) A general description of the business of the applicant done prior to the application, including a list of states in which the applicant is a licensed dealer. (B)(1) The division may investigate any applicant for a license, and may require s... |
Section 1709.05 | Using transfer-on-death or TOD.
...h" or the abbreviation "TOD," after the name of the registered owner and before the name of a beneficiary. |
Section 1710.02 | Creation and organization.
...l 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 owners to determine if their property is located within the district. ... |
Section 1710.03 | Members of district.
... secretary. This form shall include the name and address of the member, the name and address of the designee, and the expiration date, if any, of the designation and may authorize the designee to vote at any meeting of the district. (D) A proxy or designee need not be an elector or resident of any participating political subdivision of the district or a member of the district. The appointment of a proxy or a desig... |
Section 1710.04 | Board of directors duties.
...secretary. This form shall include the name and address of the director, the name and address of the designee, and the expiration date, if any, of the designation. A proxy or designee need not be an elector or resident of a participating political subdivision of the district or a member of the district. The appointment of a proxy or designee may be changed by filing a new form with the district's secretary. The... |