§ 9001. Definitions. In this article, unless the context otherwise requires: 1. “Corporation” means and includes all mutual savings banks, mutual savings and loan associations, mutual holding companies and credit unions. 2. “Director” means any member of the governing board of a corporation, whether designated as director, trustee, manager, governor or by any other title; […]
§ 9001-a. Fingerprints. (a) Notwithstanding any other provision of law, every incorporator of a corporation shall, in addition to any other requirements which may be imposed by the superintendent, submit simultaneously with an application, his or her fingerprints in such form and in such manner as specified by the division of criminal justice services, but […]
§ 9002. Application. 1. To the extent not inconsistent with articles six, ten, ten-B and eleven, this article applies to every corporation and, to the extent herein provided, to every foreign corporation. 2. The business corporation law shall not apply to any corporation or foreign corporation as defined in section nine thousand one of this […]
§ 9003. Certificates; requirements, signing, filing, effectiveness. 1. Every certificate or other instrument relating to a corporation or a foreign corporation which is delivered to the superintendent for filing under this chapter shall be in the English language, except that the corporate name may be in another language if written in English letters or characters. […]
§ 9004. Certificates; corrections. Any certificate or other instrument relating to a corporation filed by the superintendent under this chapter may be corrected with respect to any informality or error apparent on the face or defect in the execution thereof, including the deletion of any material not permitted to be stated therein. A certificate, entitled […]
§ 9005. Nonexclusivity of statutory provisions for indemnification of directors and officers. The indemnification and advancement of expenses granted pursuant to, or provided by, this article shall not be deemed exclusive of any other rights to which a director or officer seeking indemnification or advancement of expenses may be entitled, whether contained in the organization […]
§ 9006. Authorization for indemnification of directors and officers. 1. A corporation may indemnify any person, made, or threatened to be made, a party to an action or proceeding (other than one by or in the right of the corporation to procure a judgment in its favor), whether civil or criminal, including an action by […]
§ 9007. Payment of indemnification other than by court award. 1. A person who has been successful, on the merits or otherwise, in the defense of a civil or criminal action or proceeding of the character described in section nine thousand six shall be entitled to indemnification as authorized in such section. 2. Except as […]
§ 9008. Indemnification of directors and officers by a court. 1. Notwithstanding the failure of a corporation to provide indemnification, and despite any contrary resolution of the board or of the shareholders in the specific case under section nine thousand seven, indemnification shall be awarded by a court to the extent authorized under section nine […]
§ 9009. Other provisions affecting indemnification of directors and officers. 1. All expenses incurred in defending a civil or criminal action or proceeding which are advanced by the corporation under subdivision three of section nine thousand seven or allowed by a court under subdivision three of section nine thousand eight shall be repaid in case […]
§ 9010-a. Insurance for indemnification of directors and officers. 1. Subject to the provisions of subdivision two of this section, a corporation shall have power to purchase and maintain insurance: (a) To indemnify the corporation for any obligation which it incurs as a result of the indemnification of directors and officers under the provisions of […]
§ 9011. Certificates as evidence. 1. Any certificate or other instrument filed by the superintendent relating to a corporation or foreign corporation and containing statements of fact, required or permitted by law to be contained therein, shall be received in all courts, public offices and official bodies as prima facie evidence of such facts and […]
§ 9012. Corporate seal as evidence. The presence of the corporate seal on a written instrument purporting to be executed by authority of a corporation or a foreign corporation shall be prima facie evidence that the instrument was so executed.
§ 9013. When notice or lapse of time unnecessary; notices dispensed with when delivery is prohibited. 1. Whenever, under articles six, ten, ten-B and eleven, the organization certificate and by-laws of any corporation or by the terms of any agreement or instrument, a corporation or the board or any committee thereof is authorized to take […]
§ 9014. Corporate name; general. Except as otherwise provided in this chapter, the name of a corporation or a foreign corporation shall not be the same as the name of a corporation of any type or kind, as such name appears on the index of names of existing corporations of any type or kind in […]
§ 9015. Corporate name; exceptions. 1. Any reference to a corporation in this section shall include both corporations and foreign corporations. 2. The provisions of section nine thousand fourteen: (a) Shall not require any corporation existing or recognized under this chapter on the effective date of this article, to add to, modify or otherwise change […]
§ 9016. Change of name. By resolution adopted by a vote of two-thirds of all its directors, at a meeting held for the purpose, a corporation may change its corporate name, but such change shall not be effective unless it shall have been approved by the superintendent. If the superintendent shall approve, he shall issue, […]
§ 9017. Place and time of meetings of the board; presence at. 1. Meetings of the board, regular or special, may be held at any place within or without this state, unless otherwise provided in the organization certificate or the by-laws. 2. Subject to articles six, ten, ten-B and eleven of this chapter, the time […]
§ 9018. Effect of invalidity of part of article; severability. If any provision of this article or application thereof to any person or circumstances is held invalid, such invalidity shall not affect other provisions or applications of this article which can be given effect without the invalid provision or application, and to this end the […]
§ 9019. Certain provisions relating to the conversion of non-stock savings banks and savings and loan associations to stock form. No mutual savings bank and no mutual savings and loan association shall convert to stock form unless all depositors (in the case of such savings banks) and all shareholders (in the case of such savings […]
