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https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-223/3546/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 223 - Registered Office and Registered Agent (§§ 3541 — 3546)›§ 3546 - Resignation of the registered agent without designation of a su...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 223 - Registered Office and Registered Agent (§§ 3541 — 3546) › § 3546 - Resignation of the registered agent without designation of a successor
(a) The registered agent of one (1) or more corporations organized in accordance with the laws of the Commonwealth of Puerto Rico may file at the Department of State a certificate of resignation, issued pursuant to § 3503 of this title, to such office without the need of including in the certificate the appointment of ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-224/3561/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 224 - Directors and Officers (§§ 3561 — 3568)›§ 3561 - Board of directors; powers; number; requirements; terms and quorum; committees;...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 224 - Directors and Officers (§§ 3561 — 3568) › § 3561 - Board of directors; powers; number; requirements; terms and quorum; committees; classes of directors; nonprofit corporations; a...
(a) The business and affairs of every corporation organized in accordance with the provisions of this subtitle shall be governed by a board of directors, except as otherwise provided in this subtitle or in the certificate of incorporation. Whenever the certificate of incorporation contains any such provision, the power...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-224/3562/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 224 - Directors and Officers (§§ 3561 — 3568)›§ 3562 - Officers, selection, term and duties; omission of the elections; vacancies, non...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 224 - Directors and Officers (§§ 3561 — 3568) › § 3562 - Officers, selection, term and duties; omission of the elections; vacancies, nonprofit organizations
(a) Every corporation organized in accordance with this subtitle shall have officers with such titles and duties as are provided in the bylaws of the corporation or in a resolution of the board of directors which is not inconsistent with such bylaws, and as may be necessary to allow the corporation to execute instrumen...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-224/3563/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 224 - Directors and Officers (§§ 3561 — 3568)›§ 3563 - Obligation of the directors or officers in the discharge of their functions
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 224 - Directors and Officers (§§ 3561 — 3568) › § 3563 - Obligation of the directors or officers in the discharge of their functions
The directors and officers shall be bound to dedicate to the affairs of the corporation and to the exercise of their duties the attention and care which in a similar position and under analogous circumstances a responsible and competent director or officer would execute in applying his/her business judgment in good fai...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-224/3564/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 224 - Directors and Officers (§§ 3561 — 3568)›§ 3564 - Duty of loyalty of directors, officers and majority shareholders
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 224 - Directors and Officers (§§ 3561 — 3568) › § 3564 - Duty of loyalty of directors, officers and majority shareholders
Whenever the directors, officers and majority stockholders have personal interests in matters affecting the corporation, they shall be subject to a duty of loyalty which bounds them to act fairly in relation to corporate issues. History —Dec. 16, 2009, No. 164, § 4.04.
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-224/3565/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 224 - Directors and Officers (§§ 3561 — 3568)›§ 3565 - Interested directors; quorum
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 224 - Directors and Officers (§§ 3561 — 3568) › § 3565 - Interested directors; quorum
(a) No contract or transaction between a corporation and one (1) or more of its directors or officers, or between a corporation and any other corporation, partnership, association or other organization in which one (1) or more of its directors or officers are directors or officers, or in which they may have a financial...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-224/3566/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 224 - Directors and Officers (§§ 3561 — 3568)›§ 3566 - Loans to officers or directors; loans secured by the corporation’s stocks
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 224 - Directors and Officers (§§ 3561 — 3568) › § 3566 - Loans to officers or directors; loans secured by the corporation’s stocks
Any corporation may make loans to any director, officer or employee of the corporation or of its subsidiaries, secure their obligations or otherwise assist them when the board of directors deems it reasonable to expect that such loan, surety or assistance shall benefit the corporation. The loan, surety or assistance ma...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-224/3567/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 224 - Directors and Officers (§§ 3561 — 3568)›§ 3567 - False statements regarding the situation or the business; responsibility of the...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 224 - Directors and Officers (§§ 3561 — 3568) › § 3567 - False statements regarding the situation or the business; responsibility of the directors or officers
If the directors or officers of any corporation organized in accordance with the laws of the Commonwealth of Puerto Rico knowingly cause the publication of or furnish any false written statement or report with respect to any important issue regarding the condition or business of the corporation, such directors or offic...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-224/3568/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 224 - Directors and Officers (§§ 3561 — 3568)›§ 3568 - [Compensation of] officers, directors, employees, and agents; insurance
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 224 - Directors and Officers (§§ 3561 — 3568) › § 3568 - [Compensation of] officers, directors, employees, and agents; insurance
(a) A corporation may compensate any person who is, has been a party, or is under threat of becoming a party to any imminent, pending or resolved civil, criminal, administrative or investigative action, suit or proceeding (except an action initiated by the corporation or initiated to protect the interests of the corpor...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3581/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3581 - Classes and series of corporate capital stock; dividends
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3581 - Classes and series of corporate capital stock; dividends
(a) Every corporation may issue one (1) or more classes of corporate capital stock or one (1) or more series of any of the classes of stock. All of the classes or any of them may be stock with or without par value and with the full or restricted right to vote, or without the right to vote, and with such denominations, ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3582/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3582 - Corporate capital stock issue; payments; stocks paid in full
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3582 - Corporate capital stock issue; payments; stocks paid in full
The price of subscription or purchase of the corporate capital stock to be issued by a corporation, as determined in subsections (a) and (b) of § 3583 of this title shall be paid in such form and manner as determined by the board of directors. The board of directors may authorize the payment of capital stock issue in c...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3583/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3583 - Corporate capital stock price
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3583 - Corporate capital stock price
(a) The corporation may issue stock at par value for the price determined by the board of directors from time to time, or if the certificate of incorporation so provides, the stockholders, provided that such price is not less than the par value of such shares. (b) The corporation may issue stock without par value for t...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3584/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3584 - Determination of capital stock amount; capital stock definition;...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3584 - Determination of capital stock amount; capital stock definition; surplus and net shares
Every corporation may determine, by resolution of the board of directors, that only a part of the proceeds of the sale of the corporate capital stock which it may from time to time issue shall constitute the capital of the corporation. In case any of the shares issued have par value, the part of the price in this manne...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3585/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3585 - Fractions of shares
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3585 - Fractions of shares
A corporation may, in its discretion, issue fractions of shares. If it does not issue the same, it shall: (1) Take steps so that those entitled to fractional interests dispose of them; (2) pay in cash the fair value of fractions of shares as of the time when those entitled to such fractions are determined, or (3) issue...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3586/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3586 - Rights and options with respect to capital stock
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3586 - Rights and options with respect to capital stock
Subject to any provisions of the certificate of incorporation, every corporation may create and issue, whether or not in connection with the issue and sale of any shares of capital stock or other securities of the corporation, rights or options entitling the holders thereof to purchase from the corporation any shares o...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3587/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3587 - Partially paid shares
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3587 - Partially paid shares
Any corporation may issue the whole or any part of its shares as partly paid shares which shall be subject to the balance of the price to be paid for the same. On the face or back of the certificate issued to represent partially paid shares or in the books and records of the corporation in the case of uncertificated pa...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3588/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3588 - Partially paid shares stockholder or subscriber liabilities
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3588 - Partially paid shares stockholder or subscriber liabilities
(a) When the total price of the shares has not been paid to the corporation and the assets are insufficient to satisfy the claims of the creditors of the corporation, every holder or subscriber of such shares shall be bound to pay for each share held or subscribed by him/her the sum necessary to complete the amount of ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3589/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3589 - Payment for partially paid shares
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3589 - Payment for partially paid shares
The capital stock of a corporation shall be paid in the amounts and on the dates the directors may require. The directors may, from time to time, demand payment with respect to each partially paid share of such sum of money which in the judgment of the directors may be required by the needs of the business, which shall...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3590/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3590 - Shares payment arrears; remedies
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3590 - Shares payment arrears; remedies
When a stockholder fails to satisfy any payment installment or requirement with respect to his/her stock, duly demanded by the directors upon maturity of such obligation, the directors may collect the amount of such installment or payment demanded, or any balance thereof remaining unpaid, through a judicial proceeding ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3591/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3591 - Stock certificates; uncertificated shares
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3591 - Stock certificates; uncertificated shares
The shares of a corporation shall be represented by certificates; Provided, however, That the board of directors of the corporation may provide by resolution or resolutions that some or all of any or all classes or series of its stock shall be uncertificated shares. Such resolution shall not apply to shares represented...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3592/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3592 - Corporate capital stock; personal property; transfer
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3592 - Corporate capital stock; personal property; transfer
The capital stock of every corporation shall be deemed personal property and transferable as provided in Chapter 226 of this subtitle. Whenever any transfer of shares shall be made as collateral security, and not in absolute manner, it shall be so stated in the entry of transfer thereof, if when the certificates are pr...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3593/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3593 - Loss, misappropriation, theft or destruction of shares certifica...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3593 - Loss, misappropriation, theft or destruction of shares certificate; issuance of new certificated or of uncertifi...
The corporation may issue new share certificates or new uncertificated shares in lieu of any certificate issued by the same which has allegedly disappeared by loss, misappropriation, theft or destruction. The corporation may require the owner of the lost, misappropriated, stolen, or destroyed certificates, or the legal...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3594/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3594 - Corporate powers regarding ownership, etc., of its shares
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3594 - Corporate powers regarding ownership, etc., of its shares
(a) Every corporation organized pursuant to the provisions of this subtitle may purchase, receive, take or acquire, own and hold, sell, exchange, transfer and dispose, pledge, use and negotiate its own shares. No corporation organized in such manner may, however: (1) Use its funds or assets for the purpose of acquiring...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3595/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3595 - Additional shares issue
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3595 - Additional shares issue
The directors of a corporation may at any time and from time to time, if all of the shares of capital stock authorized by the certificate of incorporation of such corporation have not been issued, accept subscriptions, issue, or otherwise commit to issue, additional shares of its capital stock, up to the amount authori...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3596/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3596 - Subscriptions’ revocability
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3596 - Subscriptions’ revocability
Unless otherwise provided by the terms of the subscription, a subscription for stock of a corporation to be created shall be irrevocable, except by the consent of all other subscribers or the corporation, for a period of six (6) months from its date. History —Dec. 16, 2009, No. 164, § 5.16.
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3597/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3597 - Subscriptions’ requirements
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3597 - Subscriptions’ requirements
A subscription for stock of a corporation, made before or after the creation of the corporation, may not be enforced against the subscriber, unless the same is in writing and signed by the subscriber or his/her agent. History —Dec. 16, 2009, No. 164, § 5.17.
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3598/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3598 - Dividends; payment of dividends; depletable resources corporatio...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3598 - Dividends; payment of dividends; depletable resources corporations
(a) Subject to the restrictions contained in the certificate of incorporation, the directors of any corporation created pursuant to the provisions of this subtitle may declare and pay dividends upon the shares of capital stock, or to its members in the case of a nonstock for-profit corporation, either: (1) Charged to s...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3599/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3599 - Reserves for special purposes
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3599 - Reserves for special purposes
The directors of a corporation may set apart or reserve funds for any proper purpose from any funds which the corporation has available for dividends and may eliminate any of the reserves created in this manner. History —Dec. 16, 2009, No. 164, § 5.19.
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3600/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3600 - Directors’ liability as to the dividends and redemption of share...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3600 - Directors’ liability as to the dividends and redemption of shares
Any director or member of any committee designated by the board of directors who relies on the accounting books and records of the corporation or on the financial statements prepared by any of its officers or by independent certified public accountants or by an appraiser selected with reasonable care by the board of di...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3601/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3601 - Declaration and payment of dividends
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3601 - Declaration and payment of dividends
No corporation shall pay dividends except as provided in this subtitle. The dividends may be paid in cash, with assets or in shares of corporate capital stock. If the dividend is to be paid in unissued shares of the capital stock, the board of directors shall, by resolution, direct that there be designated as capital i...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-225/3602/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602)›§ 3602 - Directors’ liability for illegal payments of dividends or purcha...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 225 - Corporate Capital Stock and Dividends (§§ 3581 — 3602) › § 3602 - Directors’ liability for illegal payments of dividends or purchase or redemption of shares; discharge of liabili...
(a) Whenever, intentionally or by negligence, the provisions of §§ 3594 and 3598 of this title are violated, the directors under whose administration the violation was committed shall, within six (6) years after the payment of the unlawful dividend, be jointly liable to the corporation and to the creditors of the corpo...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-226/3621/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 226 - Transfer of Corporate Capital Stock (§§ 3621 — 3622)›§ 3621 - Transfer of stocks, shares certificate and uncertificated shares
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 226 - Transfer of Corporate Capital Stock (§§ 3621 — 3622) › § 3621 - Transfer of stocks, shares certificate and uncertificated shares
Except as otherwise provided in this chapter, the transfer of stocks, and the certificates representing such shares, or of uncertificated shares shall be governed by the provisions of §§ 1701 a 1911 of Title 19. To the extent that any of the provisions of this chapter is inconsistent with any of the provisions of the C...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-226/3622/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 226 - Transfer of Corporate Capital Stock (§§ 3621 — 3622)›§ 3622 - Restrictions on transfer of stocks
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 226 - Transfer of Corporate Capital Stock (§§ 3621 — 3622) › § 3622 - Restrictions on transfer of stocks
(a) A written restriction on the transfer or registration of transfer of the shares or other securities of a corporation, if permitted by this section and noted conspicuously on the certificate representing such shares or, in the case of uncertificated shares, contained in the notice sent pursuant to subsection (f) of ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3641/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3641 - Meetings of stockholders
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3641 - Meetings of stockholders
(a) Meetings of stockholders may be held at such place, either within or without the Commonwealth Puerto Rico as may be designated by or in the manner provided in the certificate of incorporation or bylaws, or if not so provided, as determined by the board of directors. If, pursuant to subsection (b)(1) of this section...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3642/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3642 - Voting rights of stockholders; proxies; limitations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3642 - Voting rights of stockholders; proxies; limitations
(a) Unless otherwise provided in the certificate of incorporation and subject to § 3643 of this title, each stockholder shall be entitled to one (1) vote for each share of capital stock held by such stockholder. If the certificate of incorporation provides for more or less than one (1) vote for any share, on any matter...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3643/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3643 - Fixing date for determination of stockholders of record
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3643 - Fixing date for determination of stockholders of record
(a) In order that the corporation may determine the stockholders entitled to notice of any meeting of stockholders or any adjournment thereof, the board of directors may fix a record date, which record date shall not: (1) Precede the date upon which the resolution fixing the record date is adopted by the board of direc...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3644/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3644 - Cumulative voting
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3644 - Cumulative voting
The certificate of incorporation of any corporation may provide that at all elections of directors of the corporation, or at elections held under specified circumstances, each holder of stock or of any class or classes or of a series or series thereof shall be entitled to as many votes as shall equal the number of vote...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3645/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3645 - Voting rights of members of nonstock corporations; quorum; prox...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3645 - Voting rights of members of nonstock corporations; quorum; proxies
(a) Sections 3641—3644 and 3646 of this title shall not apply to corporations not authorized to issue stock, except that subsection (a) of § 3641 of this title and subsections (c) and (d) of § 3642 of this title shall apply to such corporations, and, when so applied, all references therein to stockholders and to the bo...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3646/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3646 - Quorum and required vote for stock corporations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3646 - Quorum and required vote for stock corporations
Subject to the provisions of this subtitle in respect of the vote that shall be required for a specified action, the certificate of incorporation or bylaws of any corporation authorized to issue stock may specify the number of shares and/or the amount of other securities having voting power the holders of which shall b...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3647/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3647 - Voting rights of fiduciaries, pledgors
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3647 - Voting rights of fiduciaries, pledgors
Persons holding stock in a fiduciary capacity shall be entitled to vote the shares so held. Persons whose stock is pledged shall be entitled to vote, unless in the transfer by the pledgor on the books of the corporation such person has expressly empowered the pledgee to vote thereon. In which case only the pledgee, or ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3648/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3648 - Voting trusts and other voting agreements
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3648 - Voting trusts and other voting agreements
(a) One (1) stockholder or any other number of them may by agreement in writing deposit capital stock of an original issue with or transfer capital stock to any person or persons, or entity or entities authorized to act as trustee, for the purpose of vesting in such person or persons, entity or entities, who may be des...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3649/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3649 - List of stockholders entitled to vote; penalty for refusal to p...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3649 - List of stockholders entitled to vote; penalty for refusal to produce; stock ledger
(a) The officer who has charge of the stock ledger of a corporation shall prepare, at least ten (10) days before every meeting of stockholders, a complete list of the stockholders entitled to vote at the meeting arranged in alphabetical order, and showing the address of each stockholder and the number of shares registe...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3650/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3650 - Inspection of books and records
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3650 - Inspection of books and records
(a) As used in this section: (1) Stockholder. — Means a holder of record of stock in a stock corporation, or a person who is the beneficial owner of shares of such stock held either in a voting trust or a member of a nonstock corporations. (2) List of stockholders. — Also includes lists of members in a nonstock corpora...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3651/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3651 - Voting, inspection of books, and other rights of bondholders an...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3651 - Voting, inspection of books, and other rights of bondholders and debenture holders
Every corporation may in its certificate of incorporation confer upon the holders of any bonds, debentures or other obligations issued or to be issued by the corporation the power to vote in respect to the corporate affairs and management of the corporation to the extent and in the manner provided in the certificate of...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3652/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3652 - Notice of meetings and adjourned meetings
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3652 - Notice of meetings and adjourned meetings
(a) Whenever stockholders are required or permitted to take any action at a meeting, a written notice of the meeting shall be given which shall state the place, if any, date and hour of the meeting, the means of remote communications, if any, by which stockholders and proxies may be deemed to be present in person and v...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3653/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3653 - Board of directors; vacancies and newly created directorships
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3653 - Board of directors; vacancies and newly created directorships
(a) Unless otherwise provided in the certificate of incorporation or bylaws: (1) Vacancies and newly created directorships resulting from any increase in the authorized number of directors elected by all of the stockholders having the right to vote as a single class may be filled by the vote of a majority of the direct...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3654/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3654 - Forms of records
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3654 - Forms of records
Any records maintained by a corporation in the regular course of its business, including its stock ledger, books of account, and minute books, may be kept on, or by means of, or be in the form of, any information storage device, or method provided that the records so kept can be converted into clearly legible paper for...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3655/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3655 - Contested election of directors; proceedings to determine valid...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3655 - Contested election of directors; proceedings to determine validity
(a) Upon application of any stockholder or director, or any officer whose title to office is contested, or any member of a corporation without capital stock, the Court of First Instance (Superior Part) may hear and determine the validity of any election, appointment, removal or resignation of any director, member of th...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3656/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3656 - Appointment of custodian or receiver of corporation on deadlock...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3656 - Appointment of custodian or receiver of corporation on deadlock or for other causes
(a) The Court of First Instance (Superior Part), upon application of any stockholder, may appoint one (1) or more persons to be custodian or custodians, and, if the corporation is insolvent, to be receiver or receivers, of and for any corporation when: (1) At any meeting held for the election of directors the stockhold...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3657/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3657 - Consent of stockholders or members in lieu of meeting
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3657 - Consent of stockholders or members in lieu of meeting
(a) Unless otherwise provided in the certificate of incorporation, any action required by this subtitle to be taken at any annual or special meeting of stockholders of a corporation, or any action which may be taken at any annual or special meeting of such stockholders, may be taken without a meeting, without prior not...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3658/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3658 - Waiver of notice
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3658 - Waiver of notice
Whenever notice is required to be given under any provision of this subtitle or the certificate of incorporation or bylaws, a written waiver, signed by the person entitled to notice, or a waiver by electronic transmission by the person entitled to notice, whether before or after the time stated therein, shall be deemed...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3659/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3659 - Exception to requirements of notice
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3659 - Exception to requirements of notice
(a) Whenever notice is required to be given, under any provision of this subtitle or of the certificate of incorporation or bylaws of any corporation, to any person with whom communication is unlawful, the giving of such notice to such person shall not be required and there shall be no duty to apply to any governmental...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3660/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3660 - Powers of court in elections of directors
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3660 - Powers of court in elections of directors
(a) The Court of First Instance (Superior Part), in any proceeding instituted under §§ 3641, 3644 or 3655 of this title may determine the right and power of persons claiming to own stock, or in the case of nonstock corporations, persons claiming to be members thereof, to vote at any meeting of the stockholders. (b) The...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3661/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3661 - Notice by electronic transmission
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3661 - Notice by electronic transmission
(a) Without limiting the manner by which notice otherwise may be given effectively to stockholders, any notice to stockholders given by the corporation under any provision of this chapter, the certificate of incorporation, or the bylaws shall be effective if given by a form of electronic transmission consented to by th...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-227/3662/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662)›§ 3662 - Notice to stockholders sharing an address
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 227 - Meetings, Elections, Voting and Notice (§§ 3641 — 3662) › § 3662 - Notice to stockholders sharing an address
(a) Without limiting the manner by which notice otherwise may be given effectively to stockholders, any notice to stockholders given by the corporation under any provision of this chapter, the certificate of incorporation, or the bylaws shall be effective if given by a single written notice to stockholders who share an...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-228/3681/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685)›§ 3681 - Amendment to the certificate of incorporation before receipt of payment f...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685) › § 3681 - Amendment to the certificate of incorporation before receipt of payment for stock
(a) Before a corporation has received any payment for any of its stock, it may amend its certificate of incorporation at any time or times, in any and as many respects as may be desired, so long as its certificate of incorporation as amended would contain only such provisions as it would be lawful insert in an original...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-228/3682/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685)›§ 3682 - Amendment of certificate of incorporation after receipt of payment for st...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685) › § 3682 - Amendment of certificate of incorporation after receipt of payment for stock; nonstock corporations
(a) After a corporation has received payment for any of its capital stock, it may at any time amend its certificate of incorporation, from time to time, in any and as many respects as may be desired, provided that its certificate of incorporation as amended would contain only such provisions as it would be lawful to in...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-228/3683/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685)›§ 3683 - Retirement of stock
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685) › § 3683 - Retirement of stock
(a) A corporation, by resolution of its board of directors, may retire any shares of its capital stock that are issued but are not outstanding. (b) Whenever any shares of the capital stock of a corporation are retired, they shall resume the status of authorized and unissued shares of the class or series to which they b...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-228/3684/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685)›§ 3684 - Reduction of capital
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685) › § 3684 - Reduction of capital
(a) A corporation, by resolution of its board of directors, may reduce its capital in any of the following ways: (1) By reducing or eliminating the capital represented by shares of capital stock which have been retired; (2) by applying to an otherwise authorized purchase or redemption of outstanding shares of its capit...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-228/3685/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685)›§ 3685 - Restated certificate of incorporation
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 228 - Certificate of Incorporation (§§ 3681 — 3685) › § 3685 - Restated certificate of incorporation
(a) A corporation may, whenever desired, integrate into a single instrument all of the provisions of its certificate of incorporation which are then in effect and operative as a result of there having theretofore been filed at the Department of State one (1) or more certificates or other instruments pursuant to any of ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3701/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3701 - Sale, lease or exchange of assets; consideration; procedure
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3701 - Sale, lease or exchange of assets; consideration; procedure
(a) Every corporation may at any meeting of its board of directors or governing body sell, lease or exchange all or substantially all of its property and assets, including its goodwill and its corporate franchises, upon such terms and conditions and for such consideration, which may consist in whole or in part of money...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3702/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3702 - Mortgage or pledge of assets
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3702 - Mortgage or pledge of assets
The authorization or consent of stockholders to the mortgage or pledge of any and all of the property and assets of a corporation shall not be necessary, except to the extent that the certificate of incorporation otherwise provides. History —Dec. 16, 2009, No. 164, § 9.02.
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3703/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3703 - Dissolution of joint venture corporation having two (2) stockholders
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3703 - Dissolution of joint venture corporation having two (2) stockholders
(a) If the stockholders of a corporation duly organized pursuant to the laws of the Commonwealth of Puerto Rico, having only two (2) stockholders each of which own fifty percent (50%) of the stock therein, shall be engaged in the prosecution of a joint venture and if such stockholders shall be unable to agree upon the ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3704/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3704 - Dissolution before issuance of shares or beginning of business; procedure
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3704 - Dissolution before issuance of shares or beginning of business; procedure
If a corporation has not issued shares or has not commenced the business for which the corporation was organized, a majority of the incorporators, or, if directors were named in the certificate of incorporation or have been elected, a majority of the directors, may surrender all of the corporation’s rights and franchis...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3705/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3705 - Dissolution procedure
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3705 - Dissolution procedure
(a) If it should be deemed advisable in the judgment of the board of directors that it should be dissolved, the board, after the adoption of a resolution to that effect by a majority of the whole board at any meeting called for that purpose, shall cause notice of the adoption of the resolution and of a meeting of stock...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3706/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3706 - Dissolution of nonstock corporation; procedure
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3706 - Dissolution of nonstock corporation; procedure
(a) Whenever it shall be desired to dissolve any corporation having no capital stock, the governing body shall perform all the acts necessary for dissolution which are required by § 3705 of this title to be performed by the board of directors of a corporation having capital stock. If the members of a corporation having...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3707/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3707 - Payment of taxes before dissolution or merger
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3707 - Payment of taxes before dissolution or merger
Under no circumstances, the issuance of a certificate of dissolution or the automatic extension of the corporate existence shall extinguish the taxes, penalties or fees due to the Commonwealth of Puerto Rico, or each municipality in which such entities operate. History —Dec. 16, 2009, No. 164, § 9.07.
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3708/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3708 - Limited continuation of corporation after dissolution
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3708 - Limited continuation of corporation after dissolution
All corporations, whether they expire by their own limitation or are otherwise dissolved, shall continue for a three (3)-year term from such expiration or dissolution or for such longer period as the Court of First Instance (Superior Part) shall in its discretion direct for the purpose of prosecuting and defending suit...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3709/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3709 - Trustees or receivers for dissolved corporations; appointment; powers; dut...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3709 - Trustees or receivers for dissolved corporations; appointment; powers; duties
When any corporation organized under this subtitle shall be dissolved in any manner whatever, the Court of First Instance (Superior Part), on application of any creditor, stockholder or director of the corporation, or any other person who shows good cause therefor, at any time, may either appoint one (1) or more of the...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3710/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3710 - Trustee or receivers duties; payments and distributions to creditors or st...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3710 - Trustee or receivers duties; payments and distributions to creditors or stockholders
The trustees or receivers of the dissolved corporation, after paying all charges, expenses and costs, and satisfying, within the scope of their legal priority, all special and general liens weighing on the funds of the corporation, shall pay all other corporate debts pending payment if the funds in custody are sufficie...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3711/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3711 - Effect on pending suits
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3711 - Effect on pending suits
If, for any reason, a corporation is dissolved prior to an entry of judgment in any pending or inchoate suit filed against the corporation in any court of the Commonwealth, the litigation shall not become moot by virtue of such dissolution. However, once the dissolution of the corporation and the names of the trustees ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3712/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3712 - Liability of stockholders of dissolved corporations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3712 - Liability of stockholders of dissolved corporations
(a) A stockholder of a dissolved corporation the assets of which were distributed among stockholders shall not be liable for any claim against the corporation in an amount in excess of such stockholder’s pro rata share of the claim or the amount so distributed to such stockholder, whichever is less. (b) A stockholder o...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3713/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3713 - Revocation or forfeiture of certificate of incorporation
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3713 - Revocation or forfeiture of certificate of incorporation
(a) The Court of First Instance (Superior Part) shall have power to revoke or forfeit the certificate of incorporation of any corporation organized in accordance with the laws of the Commonwealth for abuse, misuse or nonuse of the state powers, privileges or franchises. The Secretary of Justice, on his/her own initiati...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3714/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3714 - Salaries; preferred credits
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3714 - Salaries; preferred credits
In the management, liquidation or distribution of the assets of any corporation upon dissolution thereof, whether voluntary or involuntary, or upon the revocation of the certificate of incorporation or upon cancellation of its corporate existence, once the costs and expenses necessary for the preservation of the assets...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-229/3715/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715)›§ 3715 - Dissolution or forfeiture of charter by decree of court; filing
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 229 - Sale of Assets; Dissolution (§§ 3701 — 3715) › § 3715 - Dissolution or forfeiture of charter by decree of court; filing
Whenever any corporation is dissolved or its certificate of incorporation is forfeited by decree or judgment of a competent court, the Clerk of the Court entering the decree or judgment shall file it without delay at the office of the Department of State. The Secretary of State shall make a note on the certificate of i...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3731/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3731 - Merger or consolidation of domestic corporations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3731 - Merger or consolidation of domestic corporations
(a) Two (2) or more corporations organized under the laws of the Commonwealth may merge into a single corporation, which may be any of the constituent corporations, or may consolidate into a new corporation, as stated in the agreement of merger or consolidation, as the case may be, in compliance with this section and a...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3732/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3732 - Merger or consolidation of domestic and foreign corporations; service of proce...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3732 - Merger or consolidation of domestic and foreign corporations; service of process upon surviving or resulting corporation
(a) Any corporation or corporations organized under the laws of the Commonwealth may merge or consolidate with one (1) or more other corporations organized under any state of the United States, or of the District of Columbia if the laws of the state or other states, or of the District of Columbia permit a corporation o...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3733/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3733 - Merger of parent corporation and subsidiary or subsidiaries
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3733 - Merger of parent corporation and subsidiary or subsidiaries
(a) In any case in which at least ninety percent (90%) of the outstanding shares of each class of the stock of a corporation or corporations of which class there are outstanding shares that, absent this subsection, would be entitled to vote on such merger, is owned by another corporation and one of the corporations is ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3734/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3734 - Merger or consolidation of domestic corporations and limited liability compani...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3734 - Merger or consolidation of domestic corporations and limited liability companies; service of process upon surviving or resulti...
(a) Any corporation or corporations organized under the laws of the Commonwealth may merge or consolidate with one (1) or more limited liability companies organized under any other state of the United States of America, or of the District of Columbia, if the laws of the state or states or the District of Columbia permi...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3735/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3735 - Merger or consolidation of domestic corporations and joint-stock or other asso...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3735 - Merger or consolidation of domestic corporations and joint-stock or other associations
(a) The term “joint-stock association”, as used in this section, includes any association of the kind commonly known as a joint-stock association and any trust or enterprise having members or having outstanding shares of stock or other evidences of financial or beneficial interest therein, whether established by agreem...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3736/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3736 - Merger or consolidation of domestic nonstock corporations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3736 - Merger or consolidation of domestic nonstock corporations
(a) Two (2) or more nonstock corporations of the Commonwealth, whether or not organized for profit, may merge into a single corporation, which may be any one of the constituent corporations, or they may consolidate into a new nonstock corporation, whether or not organized for profit, organized by the consolidation, pur...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3737/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3737 - Merger or consolidation of domestic and foreign nonstock corporations; service...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3737 - Merger or consolidation of domestic and foreign nonstock corporations; service of process upon surviving or resulting corporat...
(a) One (1) or more nonstock corporations organized under the Commonwealth may merge or consolidate with one (1) or more other nonstock corporations of any state of the United States, the District of Columbia, or of any other foreign jurisdiction, if the laws of such other jurisdictions permit a corporation of such jur...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3738/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3738 - Domestic stock and nonstock corporations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3738 - Domestic stock and nonstock corporations
(a) One (1) or more nonstock corporations of the Commonwealth, whether or not organized for profit, may merge or consolidate with one (1) or more stock corporations organized under the Commonwealth, whether or not organized for profit. The constituent corporations may merge into a single corporation, which may be any o...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3739/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3739 - Domestic and foreign stock and nonstock corporations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3739 - Domestic and foreign stock and nonstock corporations
(a) One (1) or more corporations organized under the laws of the Commonwealth, whether stock or nonstock corporations and whether or not organized for profit, may merge or consolidate with one (1) or more other corporations of any other state of the United States of America, the District of Columbia or of other foreign...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3740/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3740 - Status, rights, liabilities of constituent and surviving or resulting corporat...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3740 - Status, rights, liabilities of constituent and surviving or resulting corporations following merger or consolidation
(a) When any merger or consolidation shall have become effective under this subtitle, for all purposes of the laws of the Commonwealth the separate existence of all the constituent corporations, or of all such constituent corporations except the one into which the other or others of such constituent corporations have b...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3741/
PR
Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3741 - Powers of the corporation surviving or resulting from merger or consolidation
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3741 - Powers of the corporation surviving or resulting from merger or consolidation
When two (2) or more corporations are merged or consolidated, the corporation surviving or resulting from the merger or consolidation may issue bonds or other obligations, negotiable or otherwise, and with or without coupons or interest certificates thereto attached, to an amount sufficient with its capital stock to pr...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3742/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3742 - Effect of merger upon pending actions
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3742 - Effect of merger upon pending actions
Any action or proceeding, whether civil, criminal or administrative, pending by or against any corporation which is a party to a merger or consolidation shall be prosecuted as if such merger or consolidation had not taken place, or the corporation surviving or resulting from such merger or consolidation may be substitu...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3743/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3743 - Appraisal rights
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3743 - Appraisal rights
(a) Any stockholder of a corporation organized under the Commonwealth who: (1) Holds shares of stock on the date of the making of a demand pursuant to subsection (d) of this section with respect to such shares; (2) continuously holds such shares through the effective date of the merger or consolidation; (3) has otherwi...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3744/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3744 - Domestic corporations and partnerships
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3744 - Domestic corporations and partnerships
(a) Any corporation or corporations organized under the laws of the Commonwealth, any state of the United States America or the District of Columbia, may merge or consolidate with one (1) or more partnerships, whether general (including a limited liability partnership) or limited (including a limited liability limited ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3745/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3745 - Conversion of other entities to domestic corporations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3745 - Conversion of other entities to domestic corporations
(a) As used in this section, the term “other entity” means a limited liability company, trust, business trust or association, real estate investment trust, or any other unincorporated business including a partnership (whether general, including a limited liability partnership) or limited (including a limited liability ...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-230/3746/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 230 - Merger or Consolidation (§§ 3731 — 3746)›§ 3746 - Conversion of a domestic corporation to other entities
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 230 - Merger or Consolidation (§§ 3731 — 3746) › § 3746 - Conversion of a domestic corporation to other entities
(a) Upon the authorization of such conversion in accordance with this section, a domestic corporation may convert to a limited liability company, trust, business trust or association, real estate investment trust or any other unincorporated business including a partnership (whether general (including a limited liabilit...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-231/3761/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 231 - Renewal, Revival, Extension and Restoration of the Corporate Legal Status (§§ 3761 — 3764)›§ 3761 - Revocation of voluntary diss...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 231 - Renewal, Revival, Extension and Restoration of the Corporate Legal Status (§§ 3761 — 3764) › § 3761 - Revocation of voluntary dissolution
(a) For purposes of this section, the term “stockholders” shall mean the stockholders of record on the date the dissolution became effective. (b) At any time prior to the expiration of three (3) years following the dissolution of a corporation pursuant to § 3705 of this title, or, at any time prior to the expiration of...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-231/3762/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 231 - Renewal, Revival, Extension and Restoration of the Corporate Legal Status (§§ 3761 — 3764)›§ 3762 - Renewal, revival, extension,...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 231 - Renewal, Revival, Extension and Restoration of the Corporate Legal Status (§§ 3761 — 3764) › § 3762 - Renewal, revival, extension, and restoration of certificate of incorporation
(a) Any corporation organized under the laws of the Commonwealth as well as any corporation whose certificate of incorporation has become void pursuant to the law and any corporation whose certificate of incorporation has expired by reason of failure to renew it or whose certificate of incorporation has been renewed, b...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-231/3763/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 231 - Renewal, Revival, Extension and Restoration of the Corporate Legal Status (§§ 3761 — 3764)›§ 3763 - Renewal of certificate of in...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 231 - Renewal, Revival, Extension and Restoration of the Corporate Legal Status (§§ 3761 — 3764) › § 3763 - Renewal of certificate of incorporation of religious, charitable, educationa...
(a) Every religious corporation, and every purely charitable or educational corporation, and every corporation, which by its certificate of incorporation, had, by operation of law, for its object the assistance of sick, needy or disabled members, or the defraying of funeral expenses of deceased members, or to provide f...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-231/3764/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 231 - Renewal, Revival, Extension and Restoration of the Corporate Legal Status (§§ 3761 — 3764)›§ 3764 - Legal status of corporation
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 231 - Renewal, Revival, Extension and Restoration of the Corporate Legal Status (§§ 3761 — 3764) › § 3764 - Legal status of corporation
Upon complying with the provisions of this chapter, any corporation desiring to renew, extend and continue its corporate existence shall, continue for the time stated in its certificate of renewal and shall, in addition to the rights, privileges and immunities conferred by its original certificate of incorporation, pos...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-232/3781/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790)›§ 3781 - Service of process on corporations
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790) › § 3781 - Service of process on corporations
(a) Service of legal process upon any corporation of the Commonwealth shall be made by delivering a copy personally to any officer or director of the corporation in the Commonwealth, or the registered agent of the corporation in the Commonwealth, or by leaving it at the dwelling house or usual place of abode in the Com...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-232/3782/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790)›§ 3782 - Failure of corporation to obey order o...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790) › § 3782 - Failure of corporation to obey order of court; appointment of receiver
Whenever any corporation shall refuse, fail or neglect to obey any order or decree of any competent court within the time fixed by the court for its observance, such refusal, failure or neglect shall be a sufficient ground for the appointment of a receiver of the corporation. If the corporation be a foreign corporation...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-232/3783/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790)›§ 3783 - Attachment of shares of stock or any o...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790) › § 3783 - Attachment of shares of stock or any option, right, or interest therein; procedure; sa...
(a) The shares of any person in any corporation with all the rights thereto belonging, or any person’s option to acquire the shares, or such person’s right or interest in the shares, may be attached under this section for debt, or other demands, if such person appears on the books of the corporation to hold or own such...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-232/3784/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790)›§ 3784 - Actions against officers, directors or...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790) › § 3784 - Actions against officers, directors or stockholders to enforce liability of corporatio...
(a) When the officers, directors or stockholders of any corporation shall be liable by the provisions of this subtitle, to pay the debts of the corporation, or any part thereof, any person to whom they are liable may initiate an action against any one (1) or more of them. The complaint shall state the claim against the...
https://law.justia.com/codes/puerto-rico/title-fourteen/subtitle-5/chapter-232/3785/
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Justia›US Law›US Codes and Statutes›Laws of Puerto Rico›2023 Laws of Puerto Rico›TITLE FOURTEEN - Private Corporations (§§ 1 — 4084)›Subtitle 5 - General Corporations Act (2009)›Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790)›§ 3785 - Action by officer, director or stockho...
2023 Laws of Puerto Rico › TITLE FOURTEEN - Private Corporations (§§ 1 — 4084) › Subtitle 5 - General Corporations Act (2009) › Chapter 232 - Suits Against Corporations, Directors, Officers or Stockholders (§§ 3781 — 3790) › § 3785 - Action by officer, director or stockholder against the corporation for corporate debt ...
When any officer, director or stockholder shall pay any debt of a corporation for which such person is made liable by the provisions of this subtitle, such person may recover the amount so paid in an action against the corporation for money paid. In such action only the property of the corporation shall be liable to be...