Michigan Compiled Laws
Mich. Comp. Laws § 450.1221 (2026)
Beginning of corporate existence; filing of articles as evidence.
✓ current as of July 2026
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BUSINESS CORPORATION ACT
Act 284 of 1972
450.1221 Beginning of corporate existence; filing of articles as evidence.
Sec. 221.
The corporate existence shall begin on the effective date of the articles of incorporation as provided in section 131. Filing is conclusive evidence that all conditions precedent required to be performed under this act have been fulfilled and that the corporation has been formed under this act, except in an action or special proceeding by the attorney general.
History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1989, Act 121, Eff. Oct. 1, 1989
Notes of Decisions
Cited in 9
cases, 1982–2020 · leading case: William Miller v. Allstate Ins Co, 481 Mich. 601 (Mich. 2008).
William Miller v. Allstate Ins Co, 481 Mich. 601 (Mich. 2008). “However, because defendant insurance company lacks statutory standing to challenge plaintiff’s corporate status under MCL 450.1221, which grants the power to challenge corporate status solely to the Attorney General, the above questions are not properly before us.”
Duray Dev., LLC v. Perrin, 792 N.W.2d 749 (Mich. Ct. App. 2010). “” The trial court then cited a passage from a legal treatise, which states “[t]he de facto corporation doctrine and, presumably, a possible de facto [limited liability company] doctrine are apparently dead in Michigan, having been replaced by the Business Corporation Act, MCL…”
William Miller v. Allstate Ins Co (Mich. 2008). “However, because defendant insurance company lacks statutory standing to challenge plaintiff’s corporate status under MCL 450.1221, which grants the power to challenge corporate status solely to the Attorney General, the above questions are not properly before us.”
Michigan Radiological Soc'y v. Omic LLC (Mich. Ct. App. 2018). “, and, if so, (2) whether an improperly incorporated entity rendering physical therapy treatment has “lawfully” rendered such treatment under MCL 500.”
Michigan Radiological Soc'y v. Omic LLC (Mich. Ct. App. 2018). “, and, if so, (2) whether an improperly incorporated entity rendering physical therapy treatment has “lawfully” rendered such treatment under MCL 500.”
Kings Home Healthcare Inc v. Allstate Prop. & Cas. Insur Co (Mich. Ct. App. 2019). “, noted that MCL 450.1221 provides the following: “The corporate existence shall begin on the effective date of the articles of incorporation .”
Robert Roy v. Island & Fonda Lakes Ass'n (Mich. Ct. App. 2014). “Pursuant to MCL 450.1221, filing of articles of incorporation presumptively creates a corporation and constitutes “conclusive evidence that all conditions precedent required to be performed under this act have been fulfilled and that the corporation has been formed under this…”
Sterling Heights Pain Mgmt. Plc v. Farm Bureau Ins. (Mich. Ct. App. 2020). “The Court reasoned that this statutory provision precludes anyone besides the Attorney General from challenging an entity’s corporate status under the BCA: This statute indicates that once articles of incorporation under the BCA have been filed, such filing constitutes…”
F. R. Johnson Prods. Co. v. Comm'r, 43 T.C.M. 705 (Tax Ct. 1982). “COMP. LAWS § 450.87 ↩ (MICH. STAT. ANN. § 21.”
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