Oregon Statutes - Chapter 554 - Corporations for Irrigation, Drainage, Water Supply or Flood Control

• 554.005   Filing requirements.
  (1) A document must satisfy the requirements of this section or any other section in ORS 554.005 to 554.340 that modifies these requirements, to be...
• 554.007   Effective time and date of document.
  (1) Except as provided in subsection (2) of this section and ORS 554.009, a document accepted for filing is effective on the date it is...
• 554.009   Correcting filed document.
  (1) A corporation may correct a document filed by the Secretary of State, other than an annual report, if the document contains an incorrect statement...
• 554.010   [Repealed by 1987 c.94 §171]
• 554.012   Forms.
  Upon request, the Secretary of State may furnish forms for documents required or permitted to be filed by this chapter. The Secretary of State may...
• 554.015   Filing duty of Secretary of State.
  (1) If a document delivered to the Office of the Secretary of State for filing satisfies the requirements of ORS 554.005, the Secretary of State...
• 554.016   Filing, service, copying and certification fees.
  The Secretary of State shall collect the fees described in ORS 56.140 for each document delivered for filing under this chapter and for process served...
• 554.017   Appeal from Secretary of State’s refusal to file document.
  If the Secretary of State refuses to file a document delivered to the Office of the Secretary of State for filing, the corporation, in addition...
• 554.018   Evidentiary effect of copy of filed document.
  (1) A certificate attached to a copy of a document filed by the Secretary of State, bearing the Secretary of State’s signature, which may be...
• 554.019   Certificate of existence.
  (1) Anyone may apply to the Secretary of State to furnish a certificate of existence for a corporation formed under ORS 554.005 to 554.340. (2)...
• 554.020   Articles of incorporation; filing.
  (1) One or more natural persons of the age of 18 or more, a domestic or foreign corporation, a partnership or an association, by submitting...
• 554.030   Evidence of corporate existence.
  The articles of incorporation or a certified copy of the one filed with the Secretary of State or county clerk shall be prima facie evidence...
• 554.040   Contents of articles.
  The articles of incorporation shall specify: (1) The duration of the corporation, if limited. (2) The name assumed by the corporation and by which it...
• 554.050   Nonprofit corporations; further statements in articles.
  If the corporation is not formed for the purpose of operating the business for profit either to the corporation or its members other than from...
• 554.060   Challenge to validity of organization; effect of defects or omissions.
  (1) No action, suit or proceeding shall be maintained for the purpose of avoiding, setting aside or otherwise questioning or affecting the validity of the...
• 554.070   Membership; meetings; voting; proxies; voting trusts; quorum; removal of officers.
  (1) Every owner of land described in the articles of incorporation is a member of the corporation, and membership is lost or gained through a...
• 554.080   Corporate existence; powers of corporation.
  When the articles of incorporation are filed by the Secretary of State, the persons appointed in the articles as directors, and their successors in office,...
• 554.082   Registered office and registered agent.
  (1) Each corporation shall continuously maintain in this state a registered agent and registered office that may be, but need not be, the same as...
• 554.084   Change of registered office or registered agent.
  (1) A corporation may change its registered office or registered agent by delivering to the Office of the Secretary of State for filing a statement...
• 554.086   Resignation of registered agent.
  (1) A registered agent may resign as agent upon delivering a signed statement to the Office of the Secretary of State and giving notice in...
• 554.088   Service on corporation.
  (1) The registered agent appointed by a corporation shall be an agent of the corporation upon whom any process, notice or demand required or permitted...
• 554.090   Directors; qualifications; president; seal; secretary-treasurer; exercise of corporate powers; indemnification.
  (1) No person is eligible to the office of director unless the person is a member of the corporation. The directors named in the articles...
• 554.100   Oath of office.
  Each director shall, before entering upon official duties, take and subscribe to an oath before some officer authorized by law to administer oaths, that the...
• 554.110   Powers of directors.
  The board of directors shall have full power and authority to: (1) Build, construct and complete any works and improvements needed to carry out the...
• 554.120   Records of proceedings of directors; lien docket; deposit of moneys; segregation of funds; accounting; warrant and bond register.
  (1) The board of directors shall cause to be kept a well-bound book entitled “Records of Proceedings of Board of Directors,” in which shall be...
• 554.130   Assessments; certification; collections; lien; foreclosure; service charges; disposition of proceeds.
  (1) The board of directors shall each year on or before a day fixed in the bylaws of the corporation, and if not therein fixed...
• 554.135   Alternate method for collecting assessments.
  (1) In lieu of the method of levy and assessment provided for in ORS 554.130, the board of directors may provide in the bylaws or...
• 554.140   Directors’ duty to institute proceedings to enforce lien; attorney fees.
  (1) The board of directors shall institute proceedings to enforce the lien of any assessment when the last installment of such assessment is delinquent for...
• 554.150   Action to compel assessment.
  If the board of directors neglects to make any assessment provided by ORS 554.005 to 554.340 for 30 days after the time when it is...
• 554.160   Assessments to provide funds to meet obligations; custody, disbursement and disposal of funds; general operating expenses.
  (1) When any bonds or obligations of the corporation are payable from revenue of assessments pledged for the payment thereof, the board of directors shall,...
• 554.170   Covenants by landowners; effect.
  Owners of all the land described in the articles of incorporation or amendments thereto may at any time after the adoption of the plans and...
• 554.180   Landowners’ notice; contents.
  (1) If the owners of all the land desire to enter into such covenant with respect to matters hereinafter provided they shall make, subscribe and...
• 554.190   Recording notice; effect; lien on land; priority.
  (1) The notice shall be recorded in the office where deeds and other instruments affecting the title to real property are recorded in the county...
• 554.200   Incurring indebtedness before notice recorded; scope of notice.
  When any corporation is organized pursuant to ORS 554.005 to 554.340, the board of directors and the corporation may not lawfully incur any indebtedness or...
• 554.210   Plans and specifications; how adopted.
  (1) Owners of all the land described in the articles of incorporation may by unanimous agreement in writing, subscribed and acknowledged by them, cause to...
• 554.220   Bonds; denominations; interest; maturities; execution; coupons; amortized installment obligations.
  (1) At any time after recording the landowners’ notice as provided in ORS 554.190 and adoption of a plan for improvement of the land described...
• 554.230   Bonds; recitals; payment; liability of land.
  (1) Bonds or obligations of the corporation shall refer therein to ORS 554.005 to 554.340 and to the resolution of the board of directors authorizing...
• 554.240   Retirement of bonds; conditions of sale; resolution authorizing bond issue; surrender of bonds in payment of assessments; debts not to exceed assessments or benefits.
  (1) The corporation may provide that bonds or any of them may be retired at the option of the corporation on any interest-paying date after...
• 554.250   Refunding bonds.
  The board of directors may issue bonds for the purpose of refunding or satisfying any of the bonded or other indebtedness of the corporation, whether...
• 554.260   Contracts with governmental agencies or others for financial assistance or cooperative action.
  Whenever the board of directors of the corporation shall by resolution determine it to be for the best interest of the corporation, the board may...
• 554.270   Purchase or lease of works and water rights; provision as to payment; serial coupon obligations.
  (1) Whenever the board of directors of the corporation shall by resolution determine that it is to the best interest of the corporation, the board...
• 554.280   Resolution for serial coupon obligations; maturities; interest; retirement; recitals; fund for payment; assessments.
  (1) For the purpose stated in ORS 554.270, the board of directors shall by resolution determine and declare that the same is to the best...
• 554.290   Warrants to pay claims; interest; assessments to pay warrants; limitation on amount of warrants.
  All claims against the corporation shall be paid by warrants drawn on the treasurer of the corporation and signed by the president and secretary of...
• 554.300   Amendment of articles; approval by members; dissolution of corporation by members; inclusion of lands by irrigation, drainage or flood control district.
  (1) The articles of incorporation of any corporation organized under ORS 554.005 to 554.340 may at any time be amended so as to include or...
• 554.302   Dissolution of corporation by Secretary of State; conditions.
  The Secretary of State may commence a proceeding under ORS 554.305 to administratively dissolve a corporation organized under the provisions of ORS 554.005 to 554.340...
• 554.305   Notice of grounds for dissolution; opportunity for correction; effect of dissolution.
  (1) If the Secretary of State determines that one or more grounds exist under ORS 554.302 for dissolving a corporation organized under ORS 554.005 to...
• 554.307   Reinstatement of dissolved corporation.
  (1) A corporation administratively dissolved under ORS 554.305 may apply to the Secretary of State for reinstatement within five years from the date of dissolution....
• 554.309   Denial of reinstatement; appeal.
  (1) If the Secretary of State denies a corporation’s application for reinstatement following administrative dissolution, the Secretary of State shall give written notice to the...
• 554.310   [Amended by 1963 c.358 §1; 1969 c.694 §50; 1983 c.717 §32; 1985 c.351 §24; 1987 c.94 §151; repealed by 1991 c.132 §37]
• 554.315   Annual report; contents; filing with Secretary of State; amended report.
  (1) Every corporation organized under ORS 554.005 to 554.340 shall submit to the Office of Secretary of State for filing an annual report that sets...
• 554.320   Exemption from taxation.
  The property and income of a corporation organized under the provisions of ORS 554.005 to 554.340, but not for profit, the articles of incorporation of...
• 554.330   [Repealed by 1969 c.345 §20]
• 554.340   Judicial determination of legality of proceedings.
  (1) The board of directors of any corporation organized under the provisions of ORS 554.005 to 554.340, or of any corporation organized before March 4,...
• 554.350   Service to lands outside district; findings; tax exemption.
  (1) A corporation organized pursuant to ORS 554.005 to 554.340 may obligate itself by written contract to utilize the corporation’s delivery system to deliver water...
• 554.375   Dissolution of district and reorganization as corporation; meeting of landowners; approval of reorganization by landowners.
  (1) The board of supervisors of a drainage district organized under ORS chapter 547 and existing prior to January 1, 1993, or the advisory board...
• 554.380   Articles of incorporation for corporation formed from dissolved district; required provisions; status as public corporation; membership.
  (1) After the vote held under ORS 554.375 and the delivery of a certified copy of the order proclaiming the results of the vote to...
• 554.385   Findings by board of reorganizing district; plan of dissolution; transfer of district assets to corporation; statement of dissolution.
  (1) When the decision of the landowners described in ORS 554.375 authorizes the dissolution of a drainage district or a diking district and the reorganization...
• 554.390   Dissolution of district and reorganization as corporation under ORS 554.320 and 554.375 to 554.390 prohibited after 2004.
  A drainage district or a diking district shall not be dissolved and reorganized under ORS 554.320 and 554.375 to 554.390 after December 31, 2004. [1993...
• 554.410   Applicability of ORS 554.005 to 554.340 to corporations organized under 1911 Act.
  Nothing in ORS 554.005 to 554.340 shall be so construed as to affect the validity of any district improvement company organized before March 4, 1937,...
• 554.420   Amendment of articles, and landowners’ notice, of corporation organized under 1911 Act.
  (1) Articles of incorporation of any district improvement company organized before March 4, 1937, under the provisions of chapter 172, Oregon Laws 1911, and the...
• 554.430   Applicability of 1911 Act, as amended, to corporations organized under that Act.
  To the extent only that, by reason of the provisions of ORS 554.410, they have not been superseded, sections 2, 3, 4, 6, 7, 8,...
• 554.440   Malheur Improvement Company; exclusion or inclusion of land.
  (1) Any person holding land within the Malheur Improvement Company district created under chapter 172, Oregon Laws 1911, who desires to have the land of...
• 554.510   Authority to include or exclude lands.
  A corporation formed under ORS 554.005 to 554.340 may amend its articles of incorporation to include or exclude land as provided in ORS 554.510 to...
• 554.520   Application for inclusion or exclusion; approval of members.
  When a corporation receives an application of one or more landowners either to include the lands of the landowner in or exclude the lands of...
• 554.530   Application; contents; deposit; filing.
  The application of the landowner shall: (1) Be in writing and certified by the applicant. (2) State the legal description of the land the applicant...
• 554.540   Meeting date.
  At the next meeting of the board of directors of the corporation after an application is filed and the deposit for expenses paid, the secretary...
• 554.550   Notice of meeting.
  The secretary as directed by the board shall cause notice of the meeting to be published once each week for three successive weeks prior to...
• 554.560   Quorum for meeting.
  Notwithstanding the provision of ORS 554.070 (2) providing for a quorum to do business, the members of the corporation present shall constitute a quorum to...
• 554.570   Effect of exclusion on existing debts.
  (1) An amendment to exclude land shall not relieve any land from any lien existing at the time of the exclusion of the land, affect...
• 554.580   Condition of approval of inclusion.
  (1) As a condition to approval of an application, if the meeting is on an application to include lands, the members may require the applicant...
• 554.590   Articles of amendment; filing; effective date.
  (1) If an application to include or exclude lands is approved, articles of amendment shall set forth: (a) The name of the corporation. (b) A...
• 554.600   [1963 c.103 §11; repealed by 1987 c.94 §171]

Last modified: August 7, 2008