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not limited to, debts, claims, taxes, fines or penalties.__Unless | | otherwise provided by the bylaws, the clerk shall keep on file a | | list of all shareholders of the corporation and keep, in a book | | kept for that purpose, the records of all shareholders' meetings, | | including all records of all votes and minutes of the meetings.__ | | These records may be kept by the clerk at the registered office or | | another office of the corporation to which the clerk has ready | | access.__The clerk may certify all votes, resolutions and actions | | of the shareholders and may certify all votes, resolutions and | | actions of the corporation's board of directors and its committees. |
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| | | 2. Registered office. The clerk shall maintain a registered | | office at some fixed place within this State, which may be, but | need not be, the corporation's place of business. The clerk | shall perform those duties required of the clerk elsewhere in | this Act. |
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| | | Sec. B-55. 13-C MRSA §501, sub-§§5, 7 and 10, as enacted by PL 2001, c. | | 640, Pt. A, §2 and affected by Pt. B, §7, are amended to read: |
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| | | 5. Resignation of clerk. The clerk of a corporation may | | resign upon filing a written notice of the resignation with the | Secretary of State and by mailing a copy of the notice to the | president or treasurerboth | of those offices are vacant | | corporation's directors or, if there are no directors, to any of | | the corporation's shareholders. The notice filed with the | | Secretary of State must recite that a copy of the notice has been | mailed to the corporate officer | subsection and must specify the corporate officer'sand | | corporate office held and the address to which the notice was | | mailed. The resignation takes effect upon the filing of the | | resignation by the Secretary of State. |
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| | | 7. Name or address change. If the name of the current clerk | or address of the registered office of the clerk | | corporations changes from the name of the current clerk or | | address of the registered office appearing on the record in the | | office of the Secretary of State, the clerk shall execute and | | deliver for filing, in accordance with section 121, a statement | | setting forth: |
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| | | A. The name of the clerk appearing on the record in the | | office of the Secretary of State; |
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| | | B. If the current clerk has had a name change, the new name | | of the clerk; |
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