Hawaii

TITLE 23.

[§414-2] Reservation of power to amend or repeal.

§414-3 Definitions.

§414-4 Notice.

[§414-5] Number of shareholders.

[§414-6] Department director; powers.

§414-12 Forms.

§414-13 Filing, service, and copying fees.

§414-14 Effective time and date of document.

[§414-15] Correcting filed document.

§414-16 Filing duty of department director.

[§414-17] Appeal from department director's refusal to file document.

[§414-18] Evidentiary effect of copy of filed document.

[§414-19] Certificates and certified copies to be received in evidence.

[§414-20] Penalty for signing false document.

§414-32 Articles of incorporation.

[§414-33] Incorporation.

[§414-34] Liability for pre-incorporation transactions.

[§414-35] Organization of corporation.

[§414-36] Bylaws.

[§414-37] Emergency bylaws.

[§414-42] General powers.

[§414-43] Emergency powers.

[§414-44] Ultra vires.

§414-52 Reserved name.

§414-53 Administrative order of abatement for infringement of corporate name.

§414-62 Designation or change of registered agent.

§414-63 Resignation of registered agent.

§414-64 Service on corporation.

[§414-72] Terms of class or series determined by board of directors.

[§414-73] Issued and outstanding shares.

[§414-74] Fractional shares.

[§414-82] Issuance of shares.

[§414-83] Liability of shareholders.

[§414-84] Share dividends.

§414-85 Share options.

[§414-86] Form and content of certificates.

[§414-87] Shares without certificates.

[§414-88] Restriction on transfer of shares and other securities.

[§414-89] Expense of issue.

[§414-102] Corporation's acquisition of its own shares.

§414-122 Special meeting.

§414-123 Court-ordered meeting.

§414-124 Action without meeting.

§414-125 Notice of meeting.

§414-126 Waiver of notice.

[§414-127] Record date.

[§414-142] Voting entitlement of shares.

§414-143 Proxies.

[§414-144] Shares held by nominees.

§414-145 Corporation's acceptance of votes, etc.

[§414-146] Quorum and voting requirements for voting groups.

[§414-147] Action by single and multiple voting groups.

[§414-148] Greater quorum or voting requirements.

[§414-149] Voting for directors; cumulative voting.

[§414-162] Voting agreements.

§414-163 Shareholder agreements.

[§414-172] Standing.

[§414-173] Demand.

[§414-174] Stay of proceedings.

[§414-175] Dismissal.

[§414-176] Discontinuance or settlement.

[§414-177] Payment of expenses.

[§414-178] Applicability to foreign corporations.

[§414-192] Qualifications of directors.

[§414-193] Number and election of directors.

[§414-194] Election of directors by certain classes of shareholders.

[§414-195] Terms of directors generally.

[§414-196] Staggered terms for directors.

§414-197 Resignation of directors.

[§414-198] Removal of directors by shareholders.

[§414-199] Removal of directors by judicial proceeding.

[§414-200] Vacancy on board.

[§414-201] Compensation of directors.

§414-212 Action without meeting.

[§414-213] Notice of meeting.

§414-214 Waiver of notice of meeting.

[§414-215] Quorum and voting.

[§414-216] Committees.

§414-222 Limitation of liability of directors; shareholder approval required.

[§414-223] Liability for unlawful distributions.

[§414-232] Duties of officers.

[§414-233] Standards of conduct for officers.

§414-234 Resignation and removal of officers.

[§414-235] Contract rights of officers.

[§414-242] Permissible indemnification.

[§414-243] Mandatory indemnification.

[§414-244] Advance for expenses.

[§414-245] Court-ordered indemnification and advance for expenses.

[§414-246] Determination and authorization of indemnification.

[§414-247] Officers.

[§414-248] Insurance.

[§414-249] Variation by corporate action; application of subpart.

[§414-250] Nonexclusivity of subpart.

[§414-262] Judicial action.

§414-263 Directors' action.

[§414-264] Shareholders' action.

§414-272 Articles of conversion.

§414-273 REPEALED.

§414-274 Effect of conversion.

[§414-282] Amendment by board of directors.

[§414-283] Amendment by board of directors and shareholders.

[§414-284] Voting on amendments by voting groups.

[§414-285] Amendment before issuance of shares.

[§414-286] Articles of amendment.

§414-287 Restated or amended and restated articles of incorporation.

[§414-288] Amendment pursuant to reorganization.

[§414-289] Effect of amendment.

[§414-302] Bylaw increasing quorum or voting requirement for shareholders.

[§414-303] Bylaw increasing quorum or voting requirement for directors.

§414-311 Merger.

§414-312 Share exchange.

§414-313 Action plan.

§414-314 Merger of subsidiary.

§414-315 Articles of merger or share exchange.

§414-316 Effect of merger or share exchange.

§414-317 REPEALED.

§414-318 Merger of subsidiary corporations.

§414-319 REPEALED.

§414-332 Sale of assets other than in regular course of business.

§414-342 Right to dissent.

[§414-343] Dissent by nominees and beneficial owners.

[§414-352] Notice of intent to demand payment.

[§414-353] Dissenters' notice.

[§414-354] Duty to demand payment.

[§414-355] Share restrictions.

[§414-356] Payment.

[§414-357] Failure to take action.

[§414-358] After-acquired shares.

[§414-359] Procedure if shareholder dissatisfied with payment or offer.

[§414-372] Court costs and counsel fees.

§414-382 Dissolution by board of directors and shareholders.

§414-383 Articles of dissolution.

§414-384 Revocation of dissolution.

§414-385 Effect of dissolution.

§414-386 Known claims against dissolved corporation.

§414-387 Unknown claims against dissolved corporation.

§414-402 Procedure for and effect of administrative dissolution and effect of expiration.

§414-403 Reinstatement following administrative dissolution.

§414-404 Appeal from denial of reinstatement.

§414-412 Procedure for judicial dissolution.

[§414-413] Receivership or custodianship.

[§414-414] Decree of dissolution.

§414-415 Election to purchase in lieu of dissolution.

§414-422 Trustees or receivers for dissolved corporations; appointment; powers; duties.

[§414-432] Consequences of transacting business without authority.

§414-433 Application for certificate of authority.

§414-434 Change of name by foreign corporation.

[§414-435] Effect of certificate of authority.

§414-436 Corporate name of foreign corporation.

§414-437 Registered agent of foreign corporation.

§414-438 Change of registered agent of foreign corporation.

§414-439 Resignation of registered agent of foreign corporation.

§414-440 Service on foreign corporation.

[§414-441] Application to corporations heretofore authorized to transact business in this State.

§414-462 Procedure for and effect of revocation.

[§414-463] Appeal from revocation.

[§414-473] Penalties imposed upon corporations.

[§414-482] Application to qualified foreign corporations.

[§414-483] Savings provision.

§414-484 Severability.

B. Administrative Dissolution

B. Amendment of Bylaws

B. Issuance of Shares

B. Meetings and Action of the Board

B. Procedure for Exercise of Dissenters' Rights

B. Reports

B. Voting

B. Withdrawal

C. Judicial Appraisal of Shares

C. Judicial Dissolution

C. Revocation of Certificate of Authority

C. Standards of Conduct

C. Subsequent Acquisition of Shares

C. Voting Trusts and Agreements

D. Derivative Proceedings

D. Distributions

D. Miscellaneous

D. Officers

E. Indemnification

F. Directors' Conflicting Interest Transactions

PART I.

PART II.

PART III.

PART IV.

PART IX.

PART V.

PART VI.

PART VII.

PART VIII.

PART X.

PART XI.

PART XII.

PART XIII.

PART XIV.

PART XV.

PART XVI.

PART XVII.

PART XVIII.