New Jersey Corporations, General Laws

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• New Jersey Corporations, General Laws Section 14A:1-1. Short title; purposes; rules of construction; variation
  (1) This act shall be known and may be cited as the "New Jersey Business Corporation Act." (2) This act shall be liberally ...
• New Jersey Corporations, General Laws Section 14A:1-2.1. Definitions
  14A:1-2.1. Definitions. As used in this act, unless the context otherwise requires, the term: (a) "Act" or "this act& ...
• New Jersey Corporations, General Laws Section 14A:1-3. Application of act
  This act shall apply to (1) every corporation which is organized under this act; (2) every corporation which reincorporates under this act pursuant to section ...
• New Jersey Corporations, General Laws Section 14A:1-4. Reincorporation under this act by certain corporations organized under special acts
  Any corporation which has been organized by special act of the Legislature for any of the purposes permitted by this act, and to which this ...
• New Jersey Corporations, General Laws Section 14A:1-5. Reservation of power
  This act may be supplemented, altered, amended or repealed by the Legislature, and every corporation, domestic or foreign, to which this act applies shall be ...
• New Jersey Corporations, General Laws Section 14A:1-6. Execution, filing and recording of documents
  14A:1-6. Execution, filing and recording of documents. (1) If a document relating to a domestic or foreign corporation is required or permitted to ...
• New Jersey Corporations, General Laws Section 14A:1-7. Repeal of prior acts
  The repeal by this act of the whole or any part of any act under which there was organized any corporation in existence on the ...
• New Jersey Corporations, General Laws Section 14A:1-8. Notices
  In computing the period of time for the giving of any notice required or permitted by this act, or by a certificate of incorporation or ...
• New Jersey Corporations, General Laws Section 14A:1-9. Certificates and certified copies.
  (1) Upon request of any person, the Secretary of State shall furnish certified copies of documents filed in his office in accordance with the provisions ...
• New Jersey Corporations, General Laws Section 14A:1-10. Filing documents by telecopy
  14A:1-10. Filing documents by telecopy. (1) The Secretary of State may accept for filing by means of telecopy any document required or permitted ...
• New Jersey Corporations, General Laws Section 14A:1-11. Preclearance of documents to be filed
  Any document required to be filed under this act may be submitted to the Secretary of State for review prior to the time the document ...
• New Jersey Corporations, General Laws Section 14A:2-1. Purposes
  A corporation may be organized under this act for any lawful business purpose or purposes except to do in this State any business for which ...
• New Jersey Corporations, General Laws Section 14A:2-2. Corporate name of domestic or foreign corporations
  (1) The corporate name of a domestic corporation or of a foreign corporation authorized to transact business in this State (a) Shall not contain any ...
• New Jersey Corporations, General Laws Section 14A:2-2c. Change of corporate name; existing corporations organized or authorized to transact business in state prior to effective date of act
  This amendatory and supplementary act shall not require any domestic corporation organized prior to the effective date of this act or any foreign corporation authorized ...
• New Jersey Corporations, General Laws Section 14A:2-2.1. Corporate alternate names
  (1) No domestic corporation, or foreign corporation which transacts business in this State within the meaning of section 14A:13-3, shall transact any business ...
• New Jersey Corporations, General Laws Section 14A:2-2.2. "Blind" or "handicapped" as part of corporate name
  No corporation organized under the laws of the State of New Jersey nor any foreign corporation authorized to do business in New Jersey shall use ...
• New Jersey Corporations, General Laws Section 14A:2-3. Reserved name.
  (1) The exclusive right to the use of a corporate name may be reserved upon compliance with the provisions of this section. (2) The reservation ...
• New Jersey Corporations, General Laws Section 14A:2-4. Registered name
  (1) Any foreign corporation may register its corporate name under this act, provided its corporate name is available for use under section 14A:2-2. ( ...
• New Jersey Corporations, General Laws Section 14A:2-5. Renewal of registered name
  A corporation which has a registration of its corporate name in effect may renew such registration from year to year by annually filing in the ...
• New Jersey Corporations, General Laws Section 14A:2-6. Incorporators
  (1) One or more individuals or domestic or foreign corporations may act as incorporator or incorporators of a corporation by signing and filing in the ...
• New Jersey Corporations, General Laws Section 14A:2-7. Certificate of incorporation
  14A:2-7. Certificate of incorporation. (1) The certificate of incorporation shall set forth: (a) The name of the corporation; (b) The purpose or purposes ...
• New Jersey Corporations, General Laws Section 14A:2-8. Organization meeting of directors
  On or after the effective date of the certificate of incorporation, an organization meeting of the board named in the certificate of incorporation shall be ...
• New Jersey Corporations, General Laws Section 14A:2-9. By-laws; making and altering
  (1) The initial by-laws of a corporation shall be adopted by the board at its organization meeting. Thereafter, the board shall have the power ...
• New Jersey Corporations, General Laws Section 14A:2-10. By-laws and other powers in emergency
  (1) The board of a corporation may adopt emergency by-laws, subject to repeal or change by action of the shareholders, which shall, notwithstanding any ...
• New Jersey Corporations, General Laws Section 14A:3-1. General powers
  (1) Each corporation, subject to any limitations provided in this act or any other statute of this State, or in its certificate of incorporation, shall ...
• New Jersey Corporations, General Laws Section 14A:3-2. Ultra vires transactions
  No act of a corporation and no conveyance or transfer of real or personal property to or by a corporation shall be invalid by reason ...
• New Jersey Corporations, General Laws Section 14A:3-3. Guaranty not in furtherance of business interest
  (1) A corporation may give a guaranty not in furtherance of its direct or indirect business interests only when authorized at a meeting of shareholders ...
• New Jersey Corporations, General Laws Section 14A:3-4. Contributions by corporations
  (1) Any corporation organized for any purpose under any general or special law of this State, unless otherwise provided in its certificate of incorporation or ...
• New Jersey Corporations, General Laws Section 14A:3-5. Indemnification of directors, officers and employees
  Indemnification of directors, officers and employees. (1) As used in this section, (a) "Corporate agent" means any person who is or was a ...
• New Jersey Corporations, General Laws Section 14A:3-6. Provisions relating to actions by shareholders
  (1) No action shall be brought in this State by a shareholder in the right of a domestic or foreign corporation unless the plaintiff was ...
• New Jersey Corporations, General Laws Section 14A:4-1. Registered office and registered agent
  (1) Every corporation organized for any purpose under any general or special law of this State and every foreign corporation authorized to transact business in ...
• New Jersey Corporations, General Laws Section 14A:4-2. Function of registered agent and office; service of process, notice or demand
  (1) Every registered agent shall be an agent of the corporation which has appointed him, upon whom process against the corporation may be served. (2) ...
• New Jersey Corporations, General Laws Section 14A:4-3. Change of registered office or registered agent
  14A:4-3. Change of registered office or registered agent. (1) A domestic corporation or a foreign corporation authorized to transact business in this State ...
• New Jersey Corporations, General Laws Section 14A:4-4. Resignation of registered agent
  14A:4-4. Resignation of registered agent. (1) The registered agent of a domestic corporation or a foreign corporation authorized to transact business in this ...
• New Jersey Corporations, General Laws Section 14A:4-5 Annual report to State Treasurer
  14A:4-5. Annual report to State Treasurer. (1) Every domestic corporation and every foreign corporation authorized to transact business in this State shall file ...
• New Jersey Corporations, General Laws Section 14A:4-6. Complete address required
  On or after the effective date of this 1989 amendatory and supplementary act, whenever the address of a registered office is required to be provided ...
• New Jersey Corporations, General Laws Section 14A:5-1. Place of shareholders' meetings
  Meetings of shareholders of every corporation organized for any purpose under any general or special law of this State may, unless otherwise provided by law, ...
• New Jersey Corporations, General Laws Section 14A:5-2. Annual meeting of shareholders
  An annual meeting of the shareholders shall be held at such time as may be provided in the by-laws, or as may be fixed ...
• New Jersey Corporations, General Laws Section 14A:5-3. Call of special meeting of shareholders
  ...
• New Jersey Corporations, General Laws Section 14A:5-4. Notice of shareholders' meetings
  (1) Except as otherwise provided in this act, written notice of the time, place and purpose or purposes of every meeting of shareholders shall be ...
• New Jersey Corporations, General Laws Section 14A:5-5. Waiver of notice or of lapse of time
  (1) Notice of a meeting need not be given to any shareholder who signs a waiver of such notice, in person or by proxy, whether ...
• New Jersey Corporations, General Laws Section 14A:5-6. Action by shareholders without a meeting
  14A:5-6. Action by shareholders without a meeting. (1) Any action required or permitted to be taken at a meeting of shareholders by this ...
• New Jersey Corporations, General Laws Section 14A:5-7. Fixing record date
  14A:5-7. Fixing record date. (1) The bylaws may provide for fixing, or in the absence of such a provision the board may fix, ...
• New Jersey Corporations, General Laws Section 14A:5-8. Voting list
  (1) The officer or agent having charge of the stock transfer books for shares of a corporation shall make a complete list of the shareholders ...
• New Jersey Corporations, General Laws Section 14A:5-9. Quorum of shareholders
  (1) Unless otherwise provided in the certificate of incorporation or this act, the holders of shares entitled to cast a majority of the votes at ...
• New Jersey Corporations, General Laws Section 14A:5-10. Voting of shares
  Each outstanding share shall be entitled to one vote on each matter submitted to a vote at a meeting of shareholders, unless otherwise provided in ...
• New Jersey Corporations, General Laws Section 14A:5-11. Votes required
  (1) Whenever any action, other than the election of directors, is to be taken by vote of the shareholders, it shall be authorized by a ...
• New Jersey Corporations, General Laws Section 14A:5-12. Greater voting requirements
  (1) The provisions of the certificate of incorporation shall control whenever, with respect to any action to be authorized by the shareholders of a corporation, ...
• New Jersey Corporations, General Laws Section 14A:5-13. Shares owned or controlled by the corporation not voted or counted
  A corporation holding its own shares shall not vote those shares at any meeting and those shares shall not be counted in determining the total ...
• New Jersey Corporations, General Laws Section 14A:5-14. Shares held by another corporation
  Shares standing in the name of another domestic or foreign corporation may be voted by any officer or agent, or by proxy appointed by any ...
• New Jersey Corporations, General Laws Section 14A:5-15. Shares held by fiduciaries
  Shares held by any person in any representative or fiduciary capacity may be voted by him without a transfer of such shares into his name. ...
• New Jersey Corporations, General Laws Section 14A:5-16. Shares held jointly or as tenants in common
  Shares held by two or more persons as joint tenants or as tenants in common may be voted at any meeting of the shareholders by ...
• New Jersey Corporations, General Laws Section 14A:5-17. Voting of pledged stock
  A shareholder whose shares are pledged shall be entitled to vote such shares until the shares have been transferred into the name of the pledgee, ...
• New Jersey Corporations, General Laws Section 14A:5-18. When redeemable shares no longer entitled to vote
  On and after the date on which written notice of redemption of redeemable shares has been mailed to the holders thereof and a sum sufficient ...
• New Jersey Corporations, General Laws Section 14A:5-19 Proxy voting.
  14A:5-19. Proxy voting. (1) Every shareholder entitled to vote at a meeting of shareholders or to express consent without a meeting may authorize ...
• New Jersey Corporations, General Laws Section 14A:5-20. Voting trust
  14A:5-20. (1) One or more shareholders of a corporation may confer upon a trustee or trustees the right to vote or otherwise represent ...
• New Jersey Corporations, General Laws Section 14A:5-21. Agreements as to voting; provision in certificate of incorporation as to control of directors
  (1) An agreement between two or more shareholders, if in writing and signed by the parties thereto, may provide that in exercising any voting rights, ...
• New Jersey Corporations, General Laws Section 14A:5-22. Infant shareholders and bondholders
  (1) A corporation may treat an infant who holds shares or bonds of such corporation as having capacity to receive and to empower others to ...

Last modified: October 21, 2006