SEC. 1. Title of the Code.

SEC. 2. CorporationDefined.

SEC. 3. Classes of Corporations.

SEC. 4. Corporations Created by Special Laws or Charters.

SEC.5. Corporators and Incorporators, Stockholders and Members.

SEC. 6. Classification of Shares.

SEC. 7. Founders’ Shares.

SEC. 8. Redeemable Shares.

SEC. 9. Treasury Shares.

TITLE II INCORPORATION AND ORGANIZATION OF PRIVATE CORPORATIONS

SEC. 10. Number and Qualifications of Incorporators.

SEC. 11. Corporate Term.

SEC. 12. Minimum Capital Stock Not Required of Stock Corporations.

SEC. 13. Contents of the Articles of Incorporation.

SEC. 14. Form of Articles of Incorporation.

SEC. 15. Amendment of Articles of Incorporation.

SEC. 16. Grounds When Articles of Incorporation or Amendment may be Disapproved.

SEC. 17. Corporate Name.

SEC. 18. Registration, Incorporation and Commencement of Corporate Existence.

SEC. 19. De facto Corporations.

SEC. 20. Corporation by Estoppel.

SEC. 21. Effects of Non-Use of Corporate Charter and Continuous Inoperation.

TITLE III BOARD OF DIRECTORS/TRUSTEES AND OFFICERS

SEC. 22. The Board of Directors or Trustees of a Corporation; Qualification and Term.

SEC. 23. Election of Directors or Trustees.

SEC. 24. Corporate Officers.

SEC. 25. Report of Election of Directors, Trustees and Officers, Non-holding of Election and
Cessation from Office.

SEC. 26. Disqualification of Directors, Trustees or Officers.

SEC. 27. Removal of Directors or Trustees.

SEC. 28. Vacancies in the Office of Director or Trustee; Emergency Board.

SEC. 29. Compensation of Directors or Trustees.

SEC. 30. Liability of Directors, Trustees or Officers

SEC. 31. Dealings of Directors, Trustees or Officers with the Corporation.

SEC. 32. Contracts Between Corporations with Interlocking Directors.

SEC. 33. Disloyalty of a Director.

SEC. 34. Executive, Management, and Other Special Committees.

TITLE IV POWERS OF CORPORATIONS

SEC. 35. Corporate Powers and Capacity.

SEC. 36. Power to Extend or Shorten Corporate Term.

SEC. 37. Power to Increase or Decrease Capital Stock; Incur, Create or Increase Bonded
Indebtedness.

SEC. 38. Power to Deny Preemptive Right.

SEC. 39. Sale or Other Disposition of Assets.

SEC. 40. Power to Acquire Own Shares.

SEC. 41. Power to Invest Corporate Funds in Another Corporation or Business or for Any
Other Purpose.

SEC. 42. Power to Declare Dividends.

SEC. 43. Power to Enter into Management Contract.

SEC. 44. Ultra Vires Acts of Corporations.

TITLE V BYLAWS

SEC. 45. Adoption of Bylaws.

SEC.46.Contents of Bylaws.
SEC. 47. Amendment to Bylaws.

TITLE VI MEETINGS

SEC. 48. Kinds of Meetings.

SEC. 49. Regular and Special Meetings of Stockholders or Members.

SEC. 50. Place and Time of Meetings of Stockholders or Members.

SEC. 51. Quorum in Meetings.

SEC. 52. Regular and Special Meetings of Directors or Trustees; Quorum.

SEC. 53. Who Shall Preside at Meetings.

SEC. 54. Right to Vote of Secured Creditors and Administrators.

SEC. 55. Voting in Case of Joint Ownership of Stock

SEC. 56. Voting Right for Treasury Shares

SEC. 57. Manner of Voting; Proxies.

SEC. 58. Voting Trusts.

TITLE VII STOCKS AND STOCKHOLDERS

SEC. 59. Subscription Contract.

SEC. 60. Pre-incorporation Subscription.

SEC. 61. Consideration for Stocks.

SEC. 62. Certificate of Stock and Transfer of Shares.

SEC. 63. Issuance of Stock Certificates

SEC. 64. Liability of Directors for Watered Stocks

SEC. 65. Interest on Unpaid Subscriptions.