SB423, s. 52
16Section
52. 187.22 (3) of the statutes is amended to read:
SB423,164,2117
187.22
(3) By an affirmative vote of members as provided in
s. 181.17 ss.
18181.0722 and ss. 181.0723, if there are members having voting rights. Membership
19rights owned by, or voted under the control of, persons who are at the time parties
20to the same or related proceedings, whether as plaintiffs or defendants or in any
21other capacity, may not be voted in making the determination.
SB423, s. 53
22Section
53. 188.08 (3) of the statutes is amended to read:
SB423,165,523
188.08
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
24corporations organized under s. 188.08. In the execution of any conveyance or
25encumbrance by such corporations, the post, county or district, or department
1commander, and the post, county or district council, or department adjutant, or like
2or similar officers, shall have the powers and duties granted to presidents and
3secretaries respectively under s. 706.03 (2) and (3). The provisions of this section
4shall apply to all corporations incorporated hereunder whether incorporated before
5or after May 14, 1937.
SB423, s. 54
6Section
54. 188.085 of the statutes is amended to read:
SB423,166,5
7188.085 Changing names and dissolving units of the American Legion. 8Any post, county, district council, department or other unit of the American Legion
9or of the auxiliary of the American Legion which has become a body corporate under
10the provisions of s. 188.08 may change its name or dissolve by the adoption of a
11written resolution to that effect, by a vote of a majority of its members present at a
12meeting called for that purpose and by filing the same as herein provided. Such
13resolution, with a certificate thereto affixed, signed by the commander and adjutant,
14or like or similar officers, stating the facts, including the date of the adoption of such
15resolution, the number of members present at such meeting, and the number of
16members who voted for the adoption of the resolution, shall be forwarded to and filed
17with the department of financial institutions, and thereupon the name of such
18corporation shall be changed or the corporation shall cease to exist, as the case may
19be. In lieu of the foregoing method of dissolution, any corporation formed under s.
20188.08 may be dissolved by the filing of a certificate with the department of financial
21institutions reciting that such corporation has ceased to be a unit of the American
22Legion or its auxiliary. Such certificate shall be signed by the national commander
23and national adjutant of the American Legion or by the state commander and state
24adjutant of the American Legion, department of Wisconsin. In the case of units of
25the auxiliary the certificates shall be signed by the national president and national
1secretary or the department president and department secretary. Corporations
2dissolved under this section shall continue to have corporate existence
for the time
3and purposes specified in s. 181.65, subject to the limitations on their activities under
4s. 181.1405. No fee shall be charged by the department of financial institutions for
5such filing.
SB423, s. 55
6Section
55. 188.09 (3) of the statutes is amended to read:
SB423,166,147
188.09
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
8corporations organized under s. 188.09. In the execution of any conveyance or
9encumbrance by such corporations, the chapter or department commander and the
10chapter or department adjutant, or like or similar officers of any of the affiliated or
11auxiliary organizations, shall have the powers and duties granted to presidents and
12secretaries respectively under s. 706.03 (2) and (3). The provisions of this section
13shall apply to all corporations incorporated hereunder whether incorporated before
14or after May 14, 1937.
SB423, s. 56
15Section
56. 188.11 (3) of the statutes is amended to read:
SB423,166,2216
188.11
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
17corporations organized under s. 188.11. In the execution of any conveyance or
18encumbrance by such corporations, the post or department commander and the post
19or department adjutant, or like or similar officers, shall have the powers and duties
20granted to presidents and secretaries respectively under s. 706.03 (2) and (3). The
21provisions of this section shall apply to all corporations incorporated hereunder
22whether incorporated before or after May 14, 1937.
SB423, s. 57
23Section
57. 188.13 (3) of the statutes is amended to read:
SB423,167,224
188.13
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
25corporations organized under s. 188.13. The provisions of this section shall apply to
1all corporations incorporated hereunder whether incorporated before or after March
228, 1939.
SB423, s. 58
3Section
58. 188.15 (3) of the statutes is amended to read:
SB423,167,104
188.15
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
5corporations organized under s. 188.15. In the execution of any conveyance or
6encumbrance by such corporations, the detachment or department commandant and
7the detachment or department adjutant, or like or similar officers, shall have the
8powers and duties granted to presidents and secretaries, respectively, under s.
9706.03 (2) and (3). The provisions of this section shall apply to all corporations
10incorporated hereunder whether incorporated before or after June 4, 1941.
SB423, s. 59
11Section
59. 188.16 (3) of the statutes is amended to read:
SB423,167,1912
188.16
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
13corporations organized under this section. In the execution of any conveyance or
14encumbrance by such corporations, the chapter, county or district, or department
15commander, and the chapter, county or district council, or department adjutant, or
16like or similar officers, shall have the powers and duties granted to presidents and
17secretaries respectively under s. 706.03 (2) and (3). The provisions of subs. (1) and
18(2) shall apply to all corporations incorporated thereunder whether incorporated
19before or after March 28, 1943.
SB423, s. 60
20Section
60. 188.17 (3) of the statutes is amended to read:
SB423,168,221
188.17
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
22corporations organized under s. 188.17. In the execution of any conveyance or
23encumbrance by such corporation the commandant and the ship's writer, or like or
24similar officers, shall have the powers and duties granted to presidents and
25secretaries respectively under s. 706.03 (2) and (3). The provisions of this section
1shall apply to all corporations incorporated hereunder whether incorporated before
2or after April 8, 1943.
SB423, s. 61
3Section
61. 188.18 (2) of the statutes is amended to read:
SB423,168,84
188.18
(2) All acts done by the department or any chapter or other unit so
5incorporated or its constituted authorities shall be considered acts of such
6department, chapter or other unit as a body corporate and no personal liability shall
7be attached to any member thereof. The provisions of ss. 180.0203 and
181.32 8181.0203 shall not apply to corporations organized under this section.
SB423, s. 62
9Section
62. 188.19 (3) of the statutes is amended to read:
SB423,168,1510
188.19
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
11corporations organized under s. 188.19. In the execution of any conveyance or
12encumbrance by such corporations, the post, county or district, or department
13commander, or the post, county or district council, or department adjutant or like or
14similar officers, shall have the powers and duties granted to presidents and
15secretaries respectively under s. 706.03 (2) and (3).
SB423, s. 63
16Section
63. 188.20 of the statutes is amended to read:
SB423,169,16
17188.20 Changing names and dissolving units. Any post, county, district
18council, department or other unit of the American Veterans of World War II
19(AMVETS) or of the auxiliary of the American Veterans of World War II (AMVETS)
20which has become a body corporate under the provisions of s. 188.19 may change its
21name or dissolve by the adoption of a written resolution to that effect by a vote of a
22majority of its members present at a meeting called for that purpose and by filing the
23same as herein provided. Such resolution, with a certificate thereto affixed, signed
24by the commander and adjutant, or like or similar officers, stating the fact, including
25the date of the adoption of such resolution, the number of members present at such
1meeting, and the number of members who voted for the adoption of the resolution,
2shall be forwarded to and filed with the department of financial institutions, and
3thereupon the name of such corporation shall be changed or the corporation shall
4cease to exist, as the case may be. Or any corporation formed under s. 188.19 may
5be dissolved by the filing of a certificate in the office of the department of financial
6institutions reciting that such corporation has ceased to be a unit of the American
7Veterans of World War II (AMVETS) auxiliary. Such certificate shall be signed by
8the national commander and national adjutant of the American Veterans of World
9War II (AMVETS) or by the state commander and state adjutant of the American
10Veterans of World War II (AMVETS) department of Wisconsin. In the case of units
11of the auxiliary the certificates shall be signed by the national president and national
12secretary or the department president and department secretary. Corporations
13dissolved under this section shall continue to have corporate existence
for the time
14and purposes specified in s. 181.65, subject to the limitations on their activities under
15s. 181.1405. No fee shall be charged by the department of financial institutions for
16such filing.
SB423, s. 64
17Section
64. 188.21 (3) of the statutes is amended to read:
SB423,169,2318
188.21
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
19corporations organized under s. 188.21. In the execution of any conveyance or
20encumbrance by such corporations, the department of Wisconsin, post, barracks,
21unit, department or auxiliary commander, and adjutant or like or similar officers,
22shall have the powers and duties granted to presidents and secretaries respectively
23under s. 706.03 (2) and (3).
SB423, s. 65
24Section
65. 188.22 (3) of the statutes is amended to read:
SB423,170,8
1188.22
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
2corporations organized under this section. In the execution of any conveyance or
3encumbrance by such corporation the post, county or district or department
4commander and the post, county or district council or department adjutant, or like
5or similar officers, shall have the powers and duties granted to presidents and
6secretaries respectively under s. 706.03 (2) and (3). This section shall apply to all
7corporations incorporated hereunder whether incorporated before or after May 14,
81937.
SB423, s. 66
9Section
66. 188.23 (3) of the statutes is amended to read:
SB423,170,1710
188.23
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
11corporations organized under this section. In the execution of any conveyance or
12encumbrance by such corporation the post, county or district or department
13commander and the post, county or district council or department adjutant, or like
14or similar officers, shall have the powers and duties granted to presidents and
15secretaries respectively under s. 706.03 (2) and (3). This section shall apply to all
16corporations incorporated hereunder whether incorporated before or after May 14,
171937.
SB423, s. 67
18Section
67. 188.235 (3) of the statutes is amended to read:
SB423,170,2419
188.235
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
20corporations organized under this section. In the execution of any conveyance or
21encumbrance by such corporation the post, county or district or department
22commander and the post, county or district council or department adjutant, or like
23or similar officers, shall have the powers and duties granted to presidents and
24secretaries respectively under s. 706.03 (2) and (3).
SB423, s. 68
25Section
68. 188.24 (3) of the statutes is amended to read:
SB423,171,8
1188.24
(3) Sections 180.0203 and
181.32 181.0203 shall not apply to
2corporations organized under this section. In the execution of any conveyance or
3encumbrance by such corporation the post, county or district or department
4commander and the post, county or district council or department adjutant, or like
5or similar officers, shall have the powers and duties granted to presidents and
6secretaries respectively under s. 706.03 (2) and (3). This section shall apply to all
7corporations incorporated hereunder whether incorporated before or after May 14,
81937.
SB423, s. 69
9Section
69. 198.13 (4) of the statutes is amended to read:
SB423,171,1310
198.13
(4) Any district dissolved in accordance with sub. (3) shall nevertheless
11continue to be a body corporate
for the time and purposes set forth in s. 181.65 and
12for such additional period as may be necessary for the district to retire all its
13outstanding bonds, subject to the limitations on its activities under s. 181.1405.
SB423, s. 70
14Section
70. 199.08 of the statutes is amended to read:
SB423,171,19
15199.08 Annual membership meeting. All members shall be eligible to
16attend, participate in and vote in the annual membership meeting called by the
17board under s. 199.07 (3). The form of the meeting shall be as provided under
ss.
18181.14 to 181.18 subch. VII of ch. 181. The meeting shall be open to the public and
19shall be held in different districts on a rotating basis.
SB423, s. 71
20Section
71. 199.17 of the statutes is amended to read:
SB423,171,22
21199.17 Dissolution. The corporation may dissolve under
ss. 181.50 to 181.65 22subch. XIV of ch. 181.
SB423, s. 72
23Section
72. 227.485 (2) (b) of the statutes is amended to read:
SB423,171,2524
227.485
(2) (b) "Nonprofit corporation" has the meaning designated in s.
181.02
25(8) 181.0103 (17).
SB423, s. 73
1Section
73. 232.07 (2) of the statutes is amended to read:
SB423,172,72
232.07
(2) Promptly upon issuance of the certificate of involuntary dissolution,
3the corporation shall pay, discharge or make adequate provision for its debts,
4liabilities and obligations, including any judgment, order or decree which may be
5entered against it in any pending legal action, and shall transfer all remaining assets
6to the state. The corporation's existence shall continue
for purposes of pending legal
7actions and s. 181.65, subject to the limitations on its activities under s. 181.1405.
SB423, s. 74
8Section
74. 234.94 (2) (b) (intro.) of the statutes is amended to read:
SB423,172,99
234.94
(2) (b) (intro.) A
nonprofit corporation organized under ch. 181:
SB423, s. 75
10Section
75. 234.94 (2) (b) 2m. of the statutes is created to read:
SB423,172,1111
234.94
(2) (b) 2m. That is a nonprofit corporation, as defined in s. 181.0103 (17).
SB423, s. 76
12Section
76. 252.12 (1) (c) of the statutes is amended to read:
SB423,172,1413
252.12
(1) (c) "Nonprofit corporation" means a nonstock
, nonprofit corporation
14organized under ch. 181
that is a nonprofit corporation, as defined in s. 181.0103 (17).
SB423, s. 77
15Section
77. 255.05 (1) (b) of the statutes is amended to read:
SB423,172,1716
255.05
(1) (b) "Nonprofit corporation" means a nonstock
, nonprofit corporation
17organized under ch. 181
that is a nonprofit corporation, as defined in s. 181.0103 (17).
SB423, s. 78
18Section
78. 255.06 (1) (c) of the statutes is amended to read:
SB423,172,2119
255.06
(1) (c) "Nonprofit corporation" means a nonstock
, nonprofit corporation
20organized under ch. 181
, that is a nonprofit corporation as defined in s. 181.0103 (17), 21or a nonprofit corporation organized under ch. 180 before July 1, 1953.
SB423, s. 79
22Section
79. 281.68 (1) (e) of the statutes is amended to read:
SB423,172,2523
281.68
(1) (e) Does not
have articles of incorporation or bylaws which limit or
24deny the right of any member or any class of members to vote as
provided permitted 25under s.
181.16 181.0721 (1).
SB423, s. 80
1Section
80. 301.235 (1) (c) of the statutes is amended to read:
SB423,173,42
301.235
(1) (c) "Nonprofit corporation" means a nonstock
, nonprofit 3corporation organized under ch. 181
that is a nonprofit corporation, as defined in s.
4181.0103 (17).
SB423, s. 81
5Section
81. 440.03 (2) of the statutes is amended to read:
SB423,173,146
440.03
(2) The department may provide examination development services,
7consultation and technical assistance to other state agencies, federal agencies,
8counties, cities, villages, towns, national or regional organizations of state
9credentialing agencies, similar credentialing agencies in other states, national or
10regional accrediting associations, and nonprofit organizations. The department may
11charge a fee sufficient to reimburse the department for the costs of providing such
12services. In this subsection, "nonprofit organization" means a nonprofit corporation
, 13as defined in s.
181.02 (4) 181.0103 (17), and an organization exempt from tax under
1426 USC 501.
SB423, s. 82
15Section
82. 440.92 (6) (b) 1. of the statutes is amended to read:
SB423,173,2016
440.92
(6) (b) 1. If the preneed seller is a corporation that is required to file a
17report under s. 180.1622 or
181.651 181.1622, a copy of that report and the name,
18residence address and business address of each shareholder who beneficially owns,
19holds or has the power to vote 5% or more of any class of securities issued by the
20corporation.
SB423, s. 83
21Section
83. 560.05 (1) (a) of the statutes is amended to read:
SB423,173,2522
560.05
(1) (a) The term "corporation" in relation to any conveyance, lease or
23sublease made under sub. (2) means a nonstock
, nonprofit corporation organized
24under ch. 181
or any law amendatory thereof or supplemental thereto that is a
25nonprofit corporation, as defined in s. 181.0103 (17).
SB423, s. 84
1Section
84. 560.20 (1) (d) of the statutes is amended to read:
SB423,174,52
560.20
(1) (d) "Nonprofit organization" means a nonprofit corporation, as
3defined in s.
181.02 (8) 181.0103 (17), and any organization described in section
501 4(c) (3) of the internal revenue code that is exempt from federal income tax under
5section
501 (a) of the internal revenue code.
SB423, s. 85
6Section
85. 560.60 (18m) of the statutes is amended to read:
SB423,174,117
560.60
(18m) "Technology-based nonprofit organization" means a nonprofit
8corporation
that is organized under ch. 181, as defined in s. 181.0103 (17), or an
9organization described in section
501 (c) (3) of the internal revenue code that is
10exempt from federal income tax under section
501 (a) of the internal revenue code,
11and that has as a mission the transfer of technology to businesses in this state.
SB423, s. 86
12Section
86. 560.80 (7) (b) (intro.) of the statutes is amended to read:
SB423,174,1513
560.80
(7) (b) (intro.) A
nonprofit corporation organized under ch. 181
that is
14a nonprofit corporation as defined in s. 181.0103 (17), that is at least 51% controlled
15and actively managed by minority group members and that does all of the following:
SB423, s. 87
16Section
87. 611.01 (2) of the statutes is amended to read:
SB423,174,1817
611.01
(2) Mutual corporations. The definitions in s.
181.02 (1) to (3), (8) and
18(9) 181.0103 (3) and (18) apply to mutuals.
SB423, s. 88
19Section
88. 611.07 (1) of the statutes is amended to read:
SB423,174,2220
611.07
(1) Powers. Section Subject to s. 611.63, s. 180.0302 applies to stock
21corporations and s.
181.04 (1) to (14) and (16) 181.0302 (intro.), (1) to (15), (18) and
22(19) applies to mutuals.
SB423, s. 89
23Section
89. 611.07 (2) of the statutes is amended to read:
SB423,175,3
1611.07
(2) Effect of unauthorized corporate acts. Section 180.0304 applies
2to stock corporations and s.
181.057 181.0304 applies to mutuals
, except that
3references to "attorney general" shall be read as "commissioner".
SB423, s. 90
4Section
90. 611.07 (3) of the statutes is repealed.
SB423, s. 91
5Section
91. 611.07 (4) of the statutes is amended to read:
SB423,175,106
611.07
(4) (title)
Waiver of notice and informal action by shareholders,
7members or directors. Sections 180.0704, 180.0706, 180.0821 and 180.0823 apply
8to stock corporations and ss.
181.70 and 181.72 181.0704, 181.0706, 181.0821 and
9181.0823 apply to mutuals.
Section 181.0821 also applies to a committee of the board
10of a mutual, except that references to "board" shall be read as "committee".
SB423, s. 92
11Section
92. 611.10 of the statutes is amended to read:
SB423,175,15
12611.10 Reservation of corporate name. Sections 180.0402 and 180.0403
13(2), (3) and (3m) apply to stock corporations and
s. 181.07 applies ss. 181.0402 and
14181.0403 (2), (3) and (3m) apply to mutuals.
For such purposes references therein
15to "this chapter" shall include this chapter.
SB423, s. 93
16Section
93. 611.12 (2) (intro.) of the statutes is amended to read:
SB423,175,1817
611.12
(2) Mutuals. (intro.) Section
181.31 181.0202 applies to the articles of
18a mutual
, except
, that:
SB423, s. 94
19Section
94. 611.12 (2) (a) of the statutes is amended to read:
SB423,175,2220
611.12
(2) (a) The name of the corporation shall include the words "mutual" and
21"insurance" or terms of equivalent meaning and shall comply with s.
181.06 (3) 22181.0401 (2) to (4);
SB423, s. 95
23Section
95. 611.12 (2) (am) of the statutes is created to read:
SB423,175,2524
611.12
(2) (am) The articles shall include a statement that the corporation is
25organized under this chapter.
SB423, s. 96
1Section
96. 611.12 (3) of the statutes is amended to read:
SB423,176,72
611.12
(3) Principal officers. Sections 180.0840 and 180.0841 apply to stock
3corporations and
s. 181.25 (1) and (2) applies ss. 181.0840 and 181.0841 apply to
4mutuals. Notwithstanding s. 180.0840 (1)
or 181.0840 (1), the articles or bylaws
5shall specifically designate 3 or more offices, the holders of which shall be the
6principal officers of the corporation. Notwithstanding s. 180.0840 (3)
or 181.0840 (3),
7the principal offices shall be held by at least 3 separate
natural persons individuals.