LD 1767
pg. 14
Page 13 of 55 PUBLIC Law Chapter 631 Page 15 of 55
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LR 2593
Item 1

 
A.__On which the effect of the distribution was measured under
section 651, subsection 5 or 7;

 
B.__As of which the violation of section 651, subsection 1
occurred as the consequence of disregard of a restriction in
the corporation's articles of incorporation; or

 
C.__On which the distribution of assets to shareholders
under section 1410, subsection 1 was made.

 
4. Proceeding to enforce contribution or recoupment; one-year
period. A proceeding to enforce a contribution or recoupment
under subsection 2 is barred unless it is commenced within one
year after the liability of the claimant has been finally
adjudicated under subsection 1.

 
Sec. 19. 13-C MRSA §841, as enacted by PL 2001, c. 640, Pt. A, §2
and affected by Pt. B, §7, is amended to read:

 
§841. Offices

 
1. Offices. A corporation must have has the officers offices
described in its bylaws or appointed designated by the
corporation's board of directors in accordance with the bylaws.

 
2. Appointment of officers. A duly appointed The board of
directors may elect individuals to fill one or more offices of
the corporation.__An officer may appoint one or more officers or
assistant officers if authorized by the bylaws or the
corporation's board of directors.

 
3. Responsibility for minutes and shareholder records. The
bylaws or the corporation's board of directors shall delegate
assign to one of the officers responsibility for preparing
minutes of the directors' and shareholders' meetings and for
maintaining and authenticating the records of the corporation
that section 1601, subsections 1 and 3 require to be kept.

 
4. Multiple positions. The same individual may
simultaneously hold more than one office in a corporation.

 
Sec. 20. 13-C MRSA §843, sub-§2, as enacted by PL 2001, c. 640, Pt. A,
§2 and affected by Pt. B, §7, is repealed.

 
Sec. 21. 13-C MRSA §843, sub-§2-A is enacted to read:

 
2-A.__Basis for reliance. In discharging the duties under
section 842, an officer who does not have knowledge that makes
reliance unwarranted is entitled to rely on:


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