The Florida Senate

617.01401  Definitions.--As used in this act, unless the context otherwise requires, the term:

(1)  "Articles of incorporation" includes original, amended, and restated articles of incorporation, articles of consolidation, and articles of merger, and all amendments thereto, including documents designated by the laws of this state as charters, and, in the case of a foreign corporation, documents equivalent to articles of incorporation in the jurisdiction of incorporation.

(2)  "Board of directors" means the group of persons vested with the management of the affairs of the corporation irrespective of the name by which such group is designated, including, but not limited to, managers or trustees.

(3)  "Bylaws" means the code or codes of rules adopted for the regulation or management of the affairs of the corporation irrespective of the name or names by which such rules are designated.

(4)  "Corporation" or "domestic corporation" means a corporation not for profit, subject to the provisions of this act, except a foreign corporation.

(5)  "Corporation not for profit" means a corporation no part of the income or profit of which is distributable to its members, directors, or officers.

(6)  "Electronic transmission" means any form of communication, not directly involving the physical transmission or transfer of paper, which creates a record that may be retained, retrieved, and reviewed by a recipient thereof and which may be directly reproduced in a comprehensible and legible paper form by such recipient through an automated process. Examples of electronic transmission include, but are not limited to, telegrams, facsimile transmissions of images, and text that is sent via electronic mail between computers.

(7)  "Foreign corporation" means a corporation not for profit organized under laws other than the laws of this state.

(8)  "Insolvent" means the inability of a corporation to pay its debts as they become due in the usual course of its affairs.

(9)  "Mail" means the United States mail, facsimile transmissions, and private mail carriers handling nationwide mail services.

(10)  "Member" means one having membership rights in a corporation in accordance with the provisions of its articles of incorporation or bylaws or the provisions of this act.

(11)  "Person" includes individual and entity.

History.--s. 14, ch. 90-179; s. 1, ch. 2003-14.