17-6014. Application of the Kansas general corporation code to nonstock corporations.

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(a)Except as otherwise provided in subsections

(b)and (c), the provisions of the Kansas general corporation code shall apply to nonstock corporations in the manner specified in this subsection:

(1)All references to stockholders of the corporation shall be deemed to refer to members of the corporation;

(2)all references to the board of directors of the corporation shall be deemed to refer to the governing body of the corporation;

(3)all references to directors or to members of the board of directors of the corporation shall be deemed to refer to members of the governing body of the corporation; and

(4)all references to stock, capital stock or shares thereof of a corporation authorized to issue capital stock shall be deemed to refer to memberships of a nonprofit nonstock corporation and to membership interests of any other nonstock corporation.

(b)Subsection

(a)shall not apply to:

(1)K.S.A. 17-6002 (a)(4), (b)(1) and (b)(2), 17-6009 (a), 17-6301 , 17-6404 , 17-6505 , 17-6518 , 17-6520 (b), 17-6601 , 17-6602 , 17-6703 , 17-6705 , 17-6706 , 17-6707 , 17-6708 , 17-6801 , 17-6805 , 17-6805a , 17-7001 , 17-7002 , 17-7503 (d)(4), 17-7504 and 17-7505 (d)(4), and amendments thereto, and K.S.A. 17-6014, and amendments thereto, that apply to nonstock corporations by their terms;

(2)K.S.A. 17-6002 (e), the last sentence of 17-6009 (b), 17-6401 , 17-6402 , 17-6403 , 17-6405 , 17-6406 , 17-6407 (d), 17-6408 , 17-6411 , 17-6412 , 17-6413 , 17-6414 , 17-6415 , 17-6416 , 17-6417 , 17-6418 , 17-6501 , 17-6502 , 17-6503 , 17-6504 , 17-6506 , 17-6509 , 17-6512 , 17-6521 , 17-6603 , 17-6604 , 17-6701 , 17-6702 , 17-6803 and 17-6804 , and amendments thereto, and K.S.A. 17-6427 and 17-72a04 , and amendments thereto; and

(3)articles 72 and 73 of chapter 17 of the Kansas Statutes Annotated, and amendments thereto.

(c)In the case of a nonprofit nonstock corporation, subsection

(a)shall not apply to:

(1)The sections and articles listed in subsection (b);

(2)K.S.A. 17-6002 (b)(3), 17-6304 (a)(2), 17-6507 , 17-6508 , 17-6712 , 17-7503 , 17-7505 and 17-7509 , and amendments thereto, and K.S.A. 17-6011 (a)(2) and (a)(3), and amendments thereto; and

(3)article 64 of chapter 17 of the Kansas Statutes Annotated, and amendments thereto, other than K.S.A. 17-6428 and 17-6429 , and amendments thereto, and K.S.A. 17-72a01 through 17-72a09 , and amendments thereto.

(d)For purposes of the Kansas general corporation code:

(1)A "charitable nonstock corporation" is any nonprofit nonstock corporation that is exempt from taxation under § 501(c)(3) of the federal internal revenue code of 1986, 26 U.S.C. § 501(c)(3);

(2)a "membership interest" is, unless otherwise provided in a nonstock corporation's articles of incorporation, a member's share of the profits and losses of a nonstock corporation or a member's right to receive distributions of the nonstock corporation's assets, or both;

(3)a "nonprofit nonstock corporation" is a nonstock corporation that does not have membership interests; and

(4)a "nonstock corporation" is any corporation organized under the Kansas general corporation code that is not authorized to issue capital stock.