§ 1745.05 Definitions
§ 1745.06 Relation to other law
§ 1745.07 Governing law; territorial application
§ 1745.08 Legal entity; perpetual existence; powers
§ 1745.09 Ownership and transfer of property
§ 1745.10 Liabilities
§ 1745.11 Assertion and defense of claims
§ 1745.12 Assets subject to judgment, execution and other process
§ 1745.13 Appointment of agent to receive service of process
§ 1745.14 Service of process
§ 1745.15 Action or proceeding not abated by change
§ 1745.16 Venue
§ 1745.17 Member not an agent
§ 1745.18 Approval by members
§ 1745.19 Notice requirements
§ 1745.20 Membership
§ 1745.21 Meetings of voting members; calling and place of meeting
§ 1745.22 Notice of meeting
§ 1745.23 Waiver of notice
§ 1745.24 Quorum for voting members’ meeting
§ 1745.25 Voting
§ 1745.26 Special voting requirements for members or managers
§ 1745.27 Vote of members required for rescission or revocation
§ 1745.28 Action without a meeting
§ 1745.29 Admission, suspension, dismissal, or expulsion of members
§ 1745.30 Member’s resignation
§ 1745.31 Membership interest not transferable
§ 1745.32 Selection of managers; management rights of managers
§ 1745.33 Authority and duties of manager; standard of care
§ 1745.34 Meetings of managers; notice
§ 1745.35 Quorum for managers’ meeting
§ 1745.36 Executive and other committees of managers
§ 1745.37 Officers; authority and removal
§ 1745.38 Association mortgages
§ 1745.39 Right of a member or manager to information
§ 1745.40 Distributions prohibited; compensation and other permitted payments
§ 1745.41 Removal of managers and filling vacancies
§ 1745.42 Interest of member, manager or officer in contract
§ 1745.43 Indemnification; advancement of expenses
§ 1745.44 Sale or other disposition of assets
§ 1745.45 Judicial sale of assets
§ 1745.46 Merger or consolidation into domestic unincorporated nonprofit association
§ 1745.461 Merger or consolidation into entity other than domestic unincorporated nonprofit association
§ 1745.47 Agreement of merger or consolidation; vote by members
§ 1745.48 Effect of merger or consolidation
§ 1745.49 Effective date of merger or consolidation
§ 1745.50 Voluntary dissolution
§ 1745.51 Notice of voluntary dissolution
§ 1745.52 Effect of voluntary dissolution and authority and duties of managers during winding up
§ 1745.53 Jurisdiction of court over winding up of affairs of voluntarily dissolved unincorporated nonprofit association
§ 1745.54 Receiver for winding up affairs of association
§ 1745.55 Judicial dissolution
§ 1745.56 Liability of managers and members
§ 1745.57 Savings clause

Terms Used In Ohio Code > Chapter 1745

  • Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Another: when used to designate the owner of property which is the subject of an offense, includes not only natural persons but also every other owner of property. See Ohio Code 1.02
  • Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
  • Appellate: About appeals; an appellate court has the power to review the judgement of another lower court or tribunal.
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Authorized communications equipment: means any communications equipment that provides a transmission, including, but not limited to, by telephone, telecopy, or any electronic means, from which it can be determined that the transmission was authorized by, and accurately reflects the intention of, the member or manager involved and, with respect to meetings, allows all persons participating in the meeting to contemporaneously communicate with each other. See Ohio Code 1745.05
  • Beneficiary: A person who is entitled to receive the benefits or proceeds of a will, trust, insurance policy, retirement plan, annuity, or other contract. Source: OCC
  • Bequest: Property gifted by will.
  • Bond: includes an undertaking. See Ohio Code 1.02
  • Common law: The legal system that originated in England and is now in use in the United States. It is based on judicial decisions rather than legislative action.
  • Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
  • Contract: A legal written agreement that becomes binding when signed.
  • Conviction: A judgement of guilt against a criminal defendant.
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Deed: The legal instrument used to transfer title in real property from one person to another.
  • Devise: To gift property by will.
  • Dismissal: The dropping of a case by the judge without further consideration or hearing. Source:
  • Entity: includes a domestic or foreign entity. See Ohio Code 1745.05
  • Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. Source: U.S. Courts
  • Established practices: means the practices used by an unincorporated nonprofit association without material change during the most recent five years of its existence or, if it has existed for less than five years, during its entire existence. See Ohio Code 1745.05
  • Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
  • Fair market value: The price at which an asset would change hands in a transaction between a willing, informed buyer and a willing, informed seller.
  • Fiduciary: A trustee, executor, or administrator.
  • Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
  • Governing principles: includes any amendment or restatement of the agreements constituting the governing principles. See Ohio Code 1745.05
  • in writing: includes any representation of words, letters, symbols, or figures; this provision does not affect any law relating to signatures. See Ohio Code 1.59
  • Indemnification: In general, a collateral contract or assurance under which one person agrees to secure another person against either anticipated financial losses or potential adverse legal consequences. Source: FDIC
  • Injunction: An order of the court prohibiting (or compelling) the performance of a specific act to prevent irreparable damage or injury.
  • Internal Revenue Code: means the "Internal Revenue Code of 1986" 100 Stat. See Ohio Code 1745.05
  • Joint tenancy: A form of property ownership in which two or more parties hold an undivided interest in the same property that was conveyed under the same instrument at the same time. A joint tenant can sell his (her) interest but not dispose of it by will. Upon the death of a joint tenant, his (her) undivided interest is distributed among the surviving joint tenants.
  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • Legatee: A beneficiary of a decedent
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Manager: means a person, irrespective of the person's designation as director or other designation, that is responsible, alone or in concert with others, for the management of an unincorporated nonprofit association as stated in division (E) of section 1745. See Ohio Code 1745.05
  • Member: means a person that, under the governing principles of an unincorporated nonprofit association, is entitled to participate in the selection of persons authorized to manage the affairs of the association or in the adoption of the policies and activities of the association. See Ohio Code 1745.05
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • Mutual benefit association: means any unincorporated nonprofit association organized under this chapter other than a public benefit association. See Ohio Code 1745.05
  • Nolo contendere: No contest-has the same effect as a plea of guilty, as far as the criminal sentence is concerned, but may not be considered as an admission of guilt for any other purpose.
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Person: means an individual, corporation, business trust, statutory entity trust, estate, trust, partnership, limited liability company, cooperative, association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality, two or more persons having a joint or common interest, or any other legal or commercial entity. See Ohio Code 1745.05
  • Personal property: All property that is not real property.
  • Plaintiff: The person who files the complaint in a civil lawsuit.
  • Plea: In a criminal case, the defendant's statement pleading "guilty" or "not guilty" in answer to the charges, a declaration made in open court.
  • Property: means real and personal property. See Ohio Code 1.59
  • Public benefit association: means an unincorporated nonprofit association that is exempt from federal income taxation under section 501(c)(3) of the Internal Revenue Code or is organized for a public or charitable purpose and that upon dissolution must distribute its assets to a public benefit association, the United States, a state or any political subdivision of a state, or a person that is recognized as exempt from federal income taxation under section 501(c)(3) of the Internal Revenue Code. See Ohio Code 1745.05
  • Public benefit entity: means an entity that is recognized as exempt from federal income taxation under section 501(c)(3) of the Internal Revenue Code or is organized for a public or charitable purpose and that upon dissolution must distribute its assets to a public benefit entity, the United States, a state or any political subdivision of a state, or a person that is recognized as exempt from federal income taxation under section 501(c)(3) of the Internal Revenue Code. See Ohio Code 1745.05
  • Quorum: The number of legislators that must be present to do business.
  • Real property: Land, and all immovable fixtures erected on, growing on, or affixed to the land.
  • Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. See Ohio Code 1745.05
  • Remainder: An interest in property that takes effect in the future at a specified time or after the occurrence of some event, such as the death of a life tenant.
  • Rescission: The cancellation of budget authority previously provided by Congress. The Impoundment Control Act of 1974 specifies that the President may propose to Congress that funds be rescinded. If both Houses have not approved a rescission proposal (by passing legislation) within 45 days of continuous session, any funds being withheld must be made available for obligation.
  • Service of process: The service of writs or summonses to the appropriate party.
  • Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
  • state: means the state of Ohio. See Ohio Code 1.59
  • Statute: A law passed by a legislature.
  • Summons: Another word for subpoena used by the criminal justice system.
  • Tenancy in common: A type of property ownership in which two or more individuals have an undivided interest in property. At the death of one tenant in common, his (her) fractional percentage of ownership in the property passes to the decedent
  • Tort: A civil wrong or breach of a duty to another person, as outlined by law. A very common tort is negligent operation of a motor vehicle that results in property damage and personal injury in an automobile accident.
  • Undertaking: includes a bond. See Ohio Code 1.02
  • Unincorporated nonprofit association: means an unincorporated organization, consisting of two or more members joined by mutual consent pursuant to an agreement, written, oral, or inferred from conduct, for one or more common, nonprofit purposes. See Ohio Code 1745.05
  • United States: includes all the states. See Ohio Code 1.59
  • Venue: The geographical location in which a case is tried.
  • volunteer: means a manager, officer, member, or agent of an unincorporated nonprofit association, or another person acting for the association, who satisfies both of the following:

    (a) Performs services for or on behalf of, and under the authority or auspices of, that unincorporated nonprofit association;

    (b) Does not receive compensation, either directly or indirectly, for performing those services. See Ohio Code 1745.05