Mich. Comp. Laws » Michigan Compiled Laws / Chapter 450 / Act 284 of 1972

Mich. Comp. Laws § 450.2012

Activities not constituting transaction of business; applicability of section.

Find cases: SyfertCases citing this section MI-LEGlegislature.mi.gov JustiaChapter on Justia CornellLII Search CasesGoogle Scholar

BUSINESS CORPORATION ACT


Act 284 of 1972


450.2012 Activities not constituting transaction of business; applicability of section.

Sec. 1012.

    (1) Without excluding other activities which may not constitute transacting business in this state, a foreign corporation is not considered to be transacting business in this state, for the purposes of this act, solely because it is carrying on in this state any 1 or more of the following activities:

    (a) Maintaining, defending, or settling any proceeding.

    (b) Holding meetings of the board of directors or shareholders or carrying on other activities concerning internal corporate affairs.

    (c) Maintaining bank accounts.

    (d) Maintaining offices or agencies for the transfer, exchange, and registration of the corporation's own securities or maintaining trustees or depositories with respect to those securities.

    (e) Selling through independent contractors.

    (f) Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts.

    (g) Creating or acquiring indebtedness, mortgages, and security interests in real or personal property.

    (h) Securing or collecting debts or enforcing mortgages and security interests in property securing the debts.

    (i) Owning, without more, real or personal property.

    (j) Conducting an isolated transaction that is completed within 30 days and that is not one in the course of repeated transactions of like nature.

    (k) Transacting business in interstate commerce.

    (2) This section does not apply in determining the contacts or activities which may subject a foreign corporation to service of process or taxation in this state or to regulation under any other act of this state.

History: 1972, Act 284, Eff. Jan. 1, 1973 ;-- Am. 1973, Act 98, Imd. Eff. Aug. 8, 1973 ;-- Am. 1993, Act 91, Eff. Oct. 1, 1993

Notes of Decisions
Cited in 6 cases, 1974–2020 · leading case: Long Manufacturing Co. v. Wright-Way Farm Service, Inc.
Sort: Relevance Newest Treatment
Long Manufacturing Co. v. Wright-Way Farm Service, Inc. (1974) mich · cites it 4× “” "Soliciting or procuring orders, whether by mail or through employees or agents or otherwise, where such orders require acceptance without this state before becoming binding contracts” is one of the activities a foreign corporation may carry on in Michigan without procuring a…”
Thomas Industries, Inc v. Wells (1978) mich “1 MCL 450.2012; MSA 21.200(1012) provides some guidance as to activities which do not constitute transacting business within the state: "(1) Without excluding other activities which may not constitute transacting business in this state, a foreign corporation is not considered to…”
Calkins v. Midland Funding NCC-2 Corp. (2006) miwd · cites it 3× “” See Mich. Comp. Laws § 450.2012 (“[A] foreign corporation is not considered to be transacting business in this state, for the purposes of this act, solely because it is carrying on in this state any 1 or more of the following activities: (a) Maintaining, defending, or settling…”
Thomas Industries, Inc. v. Wells (1977) michctapp · cites it 5× “On appeal, plaintiff initially claims that the paucity of facts garnered below prevented the lower court from properly determining whether Thomas had conducted business in Michigan within the meaning of MCLA 450.2012(1); MSA 21.200(1012X1). Although we readily admit that the…”
Johnson & Anderson, Inc. v. Barlow Associates Management Consultants, Ltd. (1981) mied “§ 450.2012(1)]. Defendant finally takes the position that if the Court determines that the Act bars the counterclaim it will obtain the certificate.”
Domestic Uniform Rental v. Falcon Transport Co (2020) michctapp · cites it 3× “Specifically, MCL 450.2012(1) states that “a foreign corporation is not considered to be transacting business in this state,” under the MBCA, solely because it is participating in any of the following activities: (a) Maintaining, defending, or settling any proceeding.”
— Mich. Comp. Laws § 450.2012(1) — 3 cases
Thomas Industries, Inc. v. Wells (1977) michctapp “On appeal, plaintiff initially claims that the paucity of facts garnered below prevented the lower court from properly determining whether Thomas had conducted business in Michigan within the meaning of MCLA 450.2012(1); MSA 21.200(1012X1). Although we readily admit that the…”
Johnson & Anderson, Inc. v. Barlow Associates Management Consultants, Ltd. (1981) mied “§ 450.2012(1)]. Defendant finally takes the position that if the Court determines that the Act bars the counterclaim it will obtain the certificate.”
Domestic Uniform Rental v. Falcon Transport Co (2020) michctapp “Specifically, MCL 450.2012(1) states that “a foreign corporation is not considered to be transacting business in this state,” under the MBCA, solely because it is participating in any of the following activities: (a) Maintaining, defending, or settling any proceeding.”
— Mich. Comp. Laws § 450.2012(1)(f) — 1 case
Long Manufacturing Co. v. Wright-Way Farm Service, Inc. (1974) mich “” "Soliciting or procuring orders, whether by mail or through employees or agents or otherwise, where such orders require acceptance without this state before becoming binding contracts” is one of the activities a foreign corporation may carry on in Michigan without procuring a…”
— Mich. Comp. Laws § 450.2012(1)(i) — 1 case
Long Manufacturing Co. v. Wright-Way Farm Service, Inc. (1974) mich “” "Soliciting or procuring orders, whether by mail or through employees or agents or otherwise, where such orders require acceptance without this state before becoming binding contracts” is one of the activities a foreign corporation may carry on in Michigan without procuring a…”
— Mich. Comp. Laws § 450.2012(1)(j) — 1 case
Long Manufacturing Co. v. Wright-Way Farm Service, Inc. (1974) mich “” "Soliciting or procuring orders, whether by mail or through employees or agents or otherwise, where such orders require acceptance without this state before becoming binding contracts” is one of the activities a foreign corporation may carry on in Michigan without procuring a…”
— Mich. Comp. Laws § 450.2012(2) — 1 case
Long Manufacturing Co. v. Wright-Way Farm Service, Inc. (1974) mich “” "Soliciting or procuring orders, whether by mail or through employees or agents or otherwise, where such orders require acceptance without this state before becoming binding contracts” is one of the activities a foreign corporation may carry on in Michigan without procuring a…”
— Mich. Comp. Laws § 450.2012(h) — 1 case
Domestic Uniform Rental v. Falcon Transport Co (2020) michctapp “Specifically, MCL 450.2012(1) states that “a foreign corporation is not considered to be transacting business in this state,” under the MBCA, solely because it is participating in any of the following activities: (a) Maintaining, defending, or settling any proceeding.”
— Mich. Comp. Laws § 450.2012(l)(h) — 1 case
Calkins v. Midland Funding NCC-2 Corp. (2006) miwd “” See Mich. Comp. Laws § 450.2012 (“[A] foreign corporation is not considered to be transacting business in this state, for the purposes of this act, solely because it is carrying on in this state any 1 or more of the following activities: (a) Maintaining, defending, or settling…”
— Mich. Comp. Laws § 450.2012(l)(i) — 1 case
Thomas Industries, Inc. v. Wells (1977) michctapp “On appeal, plaintiff initially claims that the paucity of facts garnered below prevented the lower court from properly determining whether Thomas had conducted business in Michigan within the meaning of MCLA 450.2012(1); MSA 21.200(1012X1). Although we readily admit that the…”
— Mich. Comp. Laws § 450.2012(l)(j) — 1 case
Thomas Industries, Inc. v. Wells (1977) michctapp “On appeal, plaintiff initially claims that the paucity of facts garnered below prevented the lower court from properly determining whether Thomas had conducted business in Michigan within the meaning of MCLA 450.2012(1); MSA 21.200(1012X1). Although we readily admit that the…”
Annotations are extracted automatically from the opinions in the Syfert caselaw corpus and ranked by authority, recency, and treatment. Dots show Syfertize treatment of the citing case itself.