A michigan nonprofit corporation pursuant to the provisions of the michigan nonprofit corporation act, being act 162, public acts of 1982, as amended the act, the undersigned corporation corporation executes the following articles. Michigan nonprofit corporations must file annual report by. Nonprofit corporation code nonprofit code nonprofit officers are fiduciaries with respect to the nonprofit organization they serve. Michigan nonprofit corporation act a perfect desk reference for the practitioner, student, or nonprofit organization board member. Bylaws of a michigan nonprofit corporation article i. United states corporatecommercial law dickinson wright. Michigan laws chapter 450 act 162 of 1982 nonprofit. The michigan nonprofit corporation act, as amended through january 1, 2014, contains the complete text of the act, formatted with a table of contents for easy reference. Irs has a great deal of difficulty accepting a stock based corporation as a taxexempt entity the concept that the stockholder might sell for a profit its interest in the nonprofit corporation is inconsistent with the idea that the subsidiary might be tax exempt if nonstock, then membership or directorship members elect directors.
Through the dissolution process, you will officially cancel that registration, and, by extension, officially end the corporations existence. Nonprofit corporations are those formed in which members may not receive any profits of the corporation. Comments or notes associated with this business entity. Some purposes for which nonprofit corporations are commonly formed are those involving religious, educational and charitable activities. The michigan nonprofit corporation act and the dissolution of charitable purpose corporations act have recently been amended. A foreign corporation is one that is incorporated under laws other than the laws of this state. Articles of incorporation of michigan public health institute these articles of incorporation are executed by the incorporators for the purpose of forming a michigan nonprofit corporation pursuant to the provisions of act 162, public acts of 1982, as amended, as follows. The amended act permits a nonprofit corporation to shift its management completely away from its board of directors to an independent third party.
Unlike the other types of michigan corporations and llcs, a michigan nonprofit corporation may be eligible for certain benefits, including tax exemptions on both the state and federal levels. A federal employer identification number fein or ein is a must for any new nonprofit corporation. Because of this, when carrying out their responsibilities they must act in a way that they reasonably believe is in the best interests of the nonprofit. Michigan business corporation act a perfect desk reference for the practitioner, student, or corporate board member. Major changes to the michigan nonprofit corporation act. Like their forprofit counterparts, nonprofits are subject to the laws of the state where they are formed. While the bills make many changes to michigan nonprofit law, this post will highlight five changes that have the potential to make a large impact on the average michigan nonprofit corporation. The arkansas nonprofit corporation act of 19931 hereinafter the act creates a comprehensive corporate code which applies to all arkansas nonprofit corporations incorporated after 1993. Effective january 15, 2015, governor snyder signed into law senate bills 623, 624 and 929. Michigan nonprofit corporation act act 162 of 1982 an act to revise, consolidate, and classify the laws relating to the organization and regulation of certain nonprofit corporations. For over 20 years, michigan community resources has provided services that build the capacity of other nonprofit organizations to achieve their missions. Terms used in michigan laws chapter 450 act 162 of 1982.
Nonprofit corporation act act 162 of 1982 an act to revise, consolidate, and classify the laws relating to the organization and regulation of certain nonprofit corporations. The act provides that any one or more individuals or corporations, or combinations of individuals and corporations, may incorporate as a nonprofit corporation. The seal of the corporation may, but need not, be affixed to any document executed in accordance with section 104, and its absence therefrom shall not impair the validity of the document or of any action taken in pursuance thereof or in reliance thereon. Effective january 1, 2015, governor snyder signed into law senate bills 623, 624 and 929. In michigan, specific rules apply to the group overseeing the running of the nonprofit, referred to as the board of directors.
This article is intended to be a brief summary of some of the more significant changes to the michigan nonprofit corporation act. Your nonprofit corporation is registered with the state of michigan. Senate bill 914 would amend various sections of the michigan condominium act related to providing electronic notice of amendments to condominium documents, director voting via email and setting more specific standards for coowner inspections of a condominium associations books and records. The two most common sources of state nonprofit corporation laws are. A nonprofit corporation is formed under the michigan nonprofit corporations act. Summary of sources of state nonprofit corporation laws. In january 2015, governor snyder signed michigan senate bills 623, 624, and 929, which make significant revisions to the michigan nonprofit corporation act mcl 450. The michigan nonprofit corporation act the michigan. Written consent view filings for this business entity. Indemnification of agents of any corporation authorized. Justia us law us codes and statutes michigan compiled laws 2014 michigan compiled laws chapter 450 corporations act 162 of 1982 nonprofit corporation act 450. Depending on the nature of the organization, some michigan nonprofit corporations may not.
Search summary state of michigan corporations division. The definitions in this chapter apply throughout this article. Summary of changes to michigan nonprofit corporation act. Domestic nonprofit corporation agency licensing and regulatory affairs nonprofit corporations are those formed in which members may not receive any profits of the corporation. Major revisions to michigan nonprofit corporation act. A corporation may integrate into a singledocument the provisions of its articles of incorporation and at the same t ime may a lso furt her amend its articles of i ncorporation by a dopting restated articles of i ncorporation. These three bills amend the michigan nonprofit corporation act the act which is the law under which most michigan nonprofit corporations operate. The present name of the corporation is all about animals rescue. Significant revisions to michigans nonprofit corporation act. For a nonprofit that is closing down, a properlyhandled dissolution achieves at least two important goals. A professional service corporation, as the name implies, is a corporation made up exclusively of licensed professionals. Established in 1998 as community legal resources, mcr has grown from a legal services provider to a comprehensive support organization for nonprofit and communitybased organizations made. In act 557, the ability to indemnify or limit the liability of a director is expanded. Significant changes made to michigan laws governing.
The michigan business corporation act, as amended through january 1, 2014, contains the complete text of the act, formatted with a table of contents for easy reference. The nonprofit corporations act,1995 sets out the rules for the incorporation and registration of nonprofit organizations in saskatchewan, and for the registration of nonprofit extraprovincial corporations. Michigan senate bill 914 2018 was introduced on march 21, 2018. Some of the amendments described below will require action by management to amend bylaws or articles of incorporation, but most will not. Doing so also will shift to the third party liability for the acts or omissions imposed by law on directors to the extent that the discretion or powers of the directors have been shifted to the third. This chapter may be cited as the nonprofit corporation act of 2010. A nonprofit corporation is formed under the michigan nonprofit corporation act. A summary of the changes to the michigan nonprofit. Members or shareholders can also act by unanimous written consent without a meeting, or by majority of member vote by written consent if provided for in the articles of incorporation. Child abuse and neglect prevention childrens trust fund, see 441.
Reservation of power to amend or repeal the legislature has the power to amend or repeal all or part of this act at any time and all domestic and foreign corporations subject to this act are governed by the amendment or repeal. Amendments to the michigan nonprofit corporations act. The nonprofit act was amended in 1986 to allow a nonprofit corporation to include provisions in its articles of incorporation to limit the liability. After the amendment the corporation must comply with the rules for ballot voting contained in the michigan nonprofit act. The vast majority of hoas in michigan are nonstock, membership nonprofit corporations organized under michigans nonprofit corporation act. Justia us law us codes and statutes michigan compiled laws 2014 michigan compiled laws chapter 450 corporations act 284 of 1972 business corporation act 450. The presence in certain provisions of this title of the words unless oth. Your nonprofit name the undersigned incorporators, who are individuals 18 years of age or older, a majority of whom are citizens of the united states and pursuant to the nonprofit corporation laws of this state, hereby adopt the following articles of incorporation. There are, however, numerous other minor changes throughout the statute. Licenses to conduct bingo games, raffles, or monte carlo night parties, see 323. Michigan laws on a nonprofit organizations board of. Corporation may elect to have chapter apply to it procedure.
Nonprofit organizations are companies created for a purpose other than generating profit. Business corporation act act 284 of 1972 an act to provide for the organization and regulation of corporations. How to dissolve a nonprofit corporation in michigan nolo. The majority of hoas do not qualify for taxexempt status under irs code 501c3 or 501c4. Notice by electronic transmission consent required when effective. A michigan nonprofit corporation is formed to provide some kind of public or community benefit. This change opens the door for nonprofit corporations to expand the scope of services they provide. Changes to the michigan nonprofit corporation act by edward j. This article contains a summary of the significant changes that may warrant amending the organizing documents of.
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