§ 7-6-2 - Definitions.
SECTION 7-6-2
§ 7-6-2 Definitions. – As used in this chapter, unless the context otherwise requires, the term:
(1) "Articles of incorporation" means the original orrestated articles of incorporation or articles of consolidation and allamendments to it, including articles of merger and special acts of the generalassembly creating corporations.
(2) "Board of directors" means the group of persons vestedwith the management of the affairs of the corporation (including, without beinglimited to, a board of trustees) regardless of the name by which the group isdesignated.
(3) "Bylaws" means the code or codes of rules adopted for theregulation or management of the affairs of the corporation regardless of thename or names by which the rules are designated.
(4) "Corporation" or "domestic corporation" means a nonprofitcorporation subject to the provisions of this chapter, except a foreigncorporation.
(5) "Delivering/Delivered" means either physicallytransferring a paper document to the secretary of state or transferring adocument to the secretary of state by electronic transmission through a mediumprovided and authorized by the secretary of state.
(6) "Director" means a member of a board of directors.
(7) "Filing" means delivered to the secretary of state ineither paper format or electronic transmission through a medium provided andauthorized by the secretary of state.
(8) "Foreign corporation" means a nonprofit corporationorganized under laws other than the laws of this state.
(9) "Insolvent" means inability of a corporation to pay itsdebts as they become due in the usual course of its affairs.
(10) "Member" means one having membership rights in acorporation in accordance with the provisions of its articles of incorporationor bylaws regardless of the name by which the person is designated.
(11) "Nonprofit corporation" means a corporation no part ofthe income or profit of which is distributable to its members, directors, orofficers except as otherwise expressly permitted by this chapter.
(12) "Volunteer" means an individual performing services fora nonprofit corporation without compensation.
(13) "Signature" or "Signed or "Executed" means an originalsignature, facsimile, or an electronically transmitted signature submittedthrough a medium provided and authorized by the secretary of state.
(14) "Electronic transmission" means any form ofcommunication, not directly involving the physical transmission of paper, thatcreates a record that may be retained, retrieved, and reviewed by a recipientthereof, and that may be directly reproduced in paper form by such a recipientthrough an automated process.