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The Florida Senate

2022 Florida Statutes (Including 2022C, 2022D, 2022A, and 2023B)

The Florida Statutes are updated annually after the conclusion of a regular legislative session, typically published in July/August. 


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255 Sections found

Chapter Title
607.0101 Short title; applicability.
607.0102 Reservation of power to amend or repeal.
607.0120 Filing requirements.
607.0121 Forms.
607.0122 Fees for filing documents and issuing certificates.
607.0123 Effective time and date of document.
607.0124 Correcting filed document; withdrawal of filed record before effectiveness.
607.0125 Filing duties of the department.
607.0126 Appeal from department’s refusal to file document.
607.0127 Certificates to be received in evidence; evidentiary effect of certified copy of filed document.
607.0128 Certificate of status.
607.0130 Powers of department.
607.01401 Definitions.
607.0141 Notice.
607.0143 Qualified director.
607.0201 Incorporators.
607.0202 Articles of incorporation; content.
607.0203 Incorporation.
607.0204 Liability for preincorporation transactions.
607.0205 Organizational meeting of directors.
607.0206 Bylaws.
607.0207 Emergency bylaws.
607.0208 Forum selection.
607.0301 Purposes and application.
607.0302 General powers.
607.0303 Emergency powers.
607.0304 Lack of power to act.
607.0401 Corporate name.
607.04021 Reserved name.
607.0403 Registered name; application; renewal; revocation.
607.0501 Registered office and registered agent.
607.0502 Change of registered office or registered agent.
607.0503 Resignation of registered agent.
607.05031 Change of name or address by registered agent.
607.05032 Delivery of notice or other communication.
607.0504 Service of process, notice, or demand on a corporation.
607.0505 Registered agent; duties.
607.0601 Authorized shares.
607.0602 Terms of class or series determined by board of directors.
607.0603 Issued and outstanding shares.
607.0604 Fractional shares.
607.0620 Subscriptions for shares.
607.0621 Issuance of shares.
607.0622 Liability for shares issued before payment.
607.0623 Share dividends.
607.0624 Share rights, options, warrants, and awards.
607.0625 Form and content of certificates.
607.0626 Shares without certificates.
607.0627 Restriction on transfer of shares and other securities.
607.0628 Expenses of issue.
607.0630 Shareholders’ preemptive rights.
607.0631 Corporation’s acquisition of its own shares.
607.06401 Distributions to shareholders.
607.0701 Annual meeting.
607.0702 Special meeting.
607.0703 Court-ordered meeting.
607.0704 Action by shareholders without a meeting.
607.0705 Notice of meeting.
607.0706 Waiver of notice.
607.0707 Record date.
607.0709 Remote participation in annual and special meetings of shareholders.
607.0720 Shareholders’ list for meeting.
607.0721 Voting entitlement of shares.
607.0722 Proxies.
607.0723 Shares held by intermediaries and nominees.
607.0724 Acceptance of votes and other instruments.
607.0725 Quorum and voting requirements for voting groups.
607.0726 Action by single and multiple voting groups.
607.0728 Voting for directors; cumulative voting.
607.0729 Voting procedures; inspectors of election.
607.0730 Voting trusts.
607.0731 Voting agreements.
607.0732 Shareholder agreements.
607.0741 Standing.
607.0742 Complaint; demand and excuse.
607.0743 Stay of proceedings.
607.0744 Dismissal.
607.0745 Discontinuance or settlement; notice.
607.0746 Proceeds and expenses.
607.0747 Applicability to foreign corporations.
607.0748 Shareholder action to appoint custodians or receivers.
607.0749 Provisional director.
607.0750 Direct action by shareholder.
607.0801 Requirement for and duties of board of directors.
607.0802 Qualifications of directors.
607.0803 Number of directors.
607.0804 Election of directors by certain voting groups; special voting rights of certain directors.
607.0805 Terms of directors generally.
607.0806 Staggered terms for directors.
607.0807 Resignation of directors.
607.0808 Removal of directors by shareholders.
607.08081 Removal of directors by judicial proceedings.
607.0809 Vacancy on board.
607.08101 Compensation of directors.
607.0820 Meetings.
607.0821 Action by directors without a meeting.
607.0822 Notice of meetings.
607.0823 Waiver of notice.
607.0824 Quorum and voting.
607.0825 Committees.
607.0826 Submission of matters for a shareholder vote.
607.0830 General standards for directors.
607.0831 Liability of directors.
607.0832 Director conflicts of interest.
607.0833 Loans to officers, directors, and employees; guaranty of obligations.
607.0834 Liability for unlawful distributions.
607.08401 Required officers.
607.0841 Duties of officers.
607.08411 General standards for officers.
607.0842 Resignation and removal of officers.
607.0843 Contract rights of officers.
607.0850 Definitions.
607.0851 Permissible indemnification.
607.0852 Mandatory indemnification.
607.0853 Advance for expenses.
607.0854 Court-ordered indemnification and advance for expenses.
607.0855 Determination and authorization of indemnification.
607.0857 Insurance.
607.0858 Variation by corporate action; application of ss. 607.0850-607.0859.
607.0859 Overriding restrictions on indemnification.
607.0901 Affiliated transactions.
607.0902 Control-share acquisitions.
607.1001 Authority to amend the articles of incorporation.
607.1002 Amendment by board of directors.
607.10025 Shares; combination or division.
607.1003 Amendment by board of directors and shareholders.
607.1004 Voting on amendments by voting groups.
607.1005 Amendment before issuance of shares.
607.1006 Articles of amendment.
607.1007 Restated articles of incorporation.
607.1008 Amendment pursuant to reorganization.
607.1009 Effect of amendment.
607.1020 Amendment of bylaws by board of directors or shareholders.
607.1021 Bylaw increasing quorum or voting requirements for shareholders.
607.1022 Bylaw increasing quorum or voting requirements for directors.
607.1023 Bylaw provisions relating to the election of directors.
607.1101 Merger.
607.1102 Share exchange.
607.1103 Action on a plan of merger or share exchange.
607.11035 Shareholder approval of a merger or share exchange in connection with a tender offer.
607.1104 Merger between parent and subsidiary or between subsidiaries.
607.11045 Holding company formation by merger by certain corporations.
607.1105 Articles of merger or share exchange.
607.1106 Effect of merger or share exchange.
607.1107 Abandonment of a merger or share exchange.
607.11920 Domestication.
607.11921 Action on a plan of domestication.
607.11922 Articles of domestication; effectiveness.
607.11923 Amendment of a plan of domestication; abandonment.
607.11924 Effect of domestication.
607.11930 Conversion.
607.11931 Plan of conversion.
607.11932 Action on a plan of conversion.
607.11933 Articles of conversion; effectiveness.
607.11934 Amendment to a plan of conversion; abandonment.
607.11935 Effect of conversion.
607.1201 Disposition of assets not requiring shareholder approval.
607.1202 Shareholder approval of certain dispositions.
607.1301 Appraisal rights; definitions.
607.1302 Right of shareholders to appraisal.
607.1303 Assertion of rights by nominees and beneficial owners.
607.1320 Notice of appraisal rights.
607.1321 Notice of intent to demand payment.
607.1322 Appraisal notice and form.
607.1323 Perfection of rights; right to withdraw.
607.1324 Shareholder’s acceptance of corporation’s offer.
607.1326 Procedure if shareholder is dissatisfied with offer.
607.1330 Court action.
607.1331 Court costs and counsel fees.
607.1332 Disposition of acquired shares.
607.1333 Limitation on corporate payment.
607.1340 Other remedies limited.
607.1401 Dissolution by incorporators or directors.
607.1402 Dissolution by board of directors and shareholders; dissolution by written consent of shareholders.
607.1403 Articles of dissolution.
607.1404 Revocation of dissolution.
607.1405 Effect of dissolution.
607.1406 Known claims against dissolved corporation.
607.1407 Other claims against dissolved corporation.
607.1408 Claims against dissolved corporations; enforcement.
607.1409 Court proceedings.
607.1410 Director duties.
607.1420 Administrative dissolution.
607.1422 Reinstatement following administrative dissolution.
607.1423 Judicial review of denial of reinstatement.
607.1430 Grounds for judicial dissolution.
607.1431 Procedure for judicial dissolution.
607.1432 Receivership or custodianship.
607.1433 Judgment of dissolution.
607.1434 Alternative remedies to judicial dissolution.
607.1435 Provisional director.
607.1436 Election to purchase instead of dissolution.
607.14401 Deposit with Department of Financial Services.
607.1501 Authority of foreign corporation to transact business required; activities not constituting transacting business.
607.15015 Governing law.
607.1502 Effect of failure to have a certificate of authority.
607.1503 Application for certificate of authority.
607.1504 Amended certificate of authority.
607.1505 Effect of a certificate of authority.
607.1506 Corporate name of foreign corporation.
607.1507 Registered office and registered agent of foreign corporation.
607.1508 Change of registered office and registered agent of foreign corporation.
607.1509 Resignation of registered agent of foreign corporation.
607.15091 Change of name or address by registered agent.
607.15092 Delivery of notice or other communication.
607.15101 Service of process, notice, or demand on a foreign corporation.
607.1520 Withdrawal and cancellation of certificate of authority for foreign corporation.
607.1521 Withdrawal deemed on conversion to domestic filing entity.
607.1522 Withdrawal on dissolution, merger, or conversion to certain nonfiling entities.
607.1523 Action by Department of Legal Affairs.
607.1530 Revocation of certificate of authority to transact business.
607.15315 Reinstatement following revocation of certificate of authority.
607.1532 Judicial review of denial of reinstatement.
607.1601 Corporate records.
607.1602 Inspection of records by shareholders.
607.1603 Scope of inspection right.
607.1604 Court-ordered inspection.
607.1605 Inspection rights of directors.
607.1620 Financial statements for shareholders.
607.1622 Annual report for department.
607.1701 Application to existing domestic corporation.
607.1702 Application to qualified foreign corporations.
607.1703 Interrogatories by department; other powers of department.
607.1711 Application to foreign and interstate commerce.
607.1805 Procedures for conversion to professional service corporation.
607.1904 Estoppel.
607.1907 Saving provision.
607.1908 Severability clause.
607.193 Supplemental corporate fee.
607.501 Application and effect of part.
607.502 Definitions.
607.503 Incorporation.
607.504 Election of social purpose corporation status.
607.505 Termination of social purpose corporation status.
607.506 Corporate purpose.
607.507 Standard of conduct for directors.
607.508 Benefit director.
607.509 Standard of conduct for officers.
607.510 Benefit officer.
607.511 Right of action.
607.512 Preparation of annual benefit report.
607.513 Availability of annual benefit report.
607.601 Application and effect of part.
607.602 Definitions.
607.603 Incorporation.
607.604 Election of benefit corporation status.
607.605 Termination of benefit corporation status.
607.606 Corporate purpose.
607.607 Standard of conduct for directors.
607.608 Benefit director.
607.609 Standard of conduct for officers.
607.610 Benefit officer.
607.611 Right of action.
607.612 Preparation of annual benefit report.
607.613 Availability of annual benefit report.

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