10-3302. General powers
Unless its articles of incorporation provide otherwise, every corporation has
perpetual duration and succession in its corporate name and has the same powers as an
individual to do all things necessary or convenient to carry out its affairs including
power to:
1. Sue and be sued, complain and defend in its corporate name.
2. Have a corporate seal, which may be altered at will, and to use it, or a
facsimile of it, by impressing or affixing or in any other manner reproducing it.
3. Make and amend bylaws, not inconsistent with its articles of incorporation or
with the laws of this state, for regulating and managing the affairs of the corporation.
4. Purchase, receive, lease or otherwise acquire and own, hold, improve, use and
otherwise deal with real or personal property or any interest in property wherever
located.
5. Sell, convey, mortgage, pledge, lease, exchange and otherwise dispose of all or
any part of its property.
6. Purchase, receive, subscribe for or otherwise acquire, own, hold, vote, use,
sell, mortgage, lend, pledge or otherwise dispose of and deal with shares or other
interests in or obligations of any entity.
7. Make contracts and guarantees, incur liabilities, borrow monies, issue its
notes, bonds and other obligations, which may be convertible into or include the option
to purchase other securities of the corporation, and secure any of its obligations by
mortgage, deed of trust, security agreement, pledge or other encumbrance of any of its
property, franchises or income.
8. Issue any bond, debenture or debt security of the corporation by causing one or
more officers designated in the bylaws or by the board of directors to sign the bond,
debenture or debt security either manually or in facsimile and, if deemed necessary or
appropriate by the officers, by causing its authentication, countersignature or
registration, either manually or in facsimile, by a trustee, transfer agent or registrar
other than the corporation itself or an employee of the corporation. If an officer who
has signed, either manually or in facsimile, a bond, debenture or debt security as
provided in this paragraph ceases for any reason to be an officer before the security is
issued, the corporation may issue the security with the same effect as if the officer
were still in office at the date of issue.
9. Lend monies, invest and reinvest its monies and receive and hold real and
personal property as security for repayment, except as limited by section 10-3833.
10. Be a promoter, incorporator, partner, member, associate or manager of any
entity.
11. Conduct its activities, locate offices and exercise the powers granted by
chapters 24 through 40 of this title within or without this state.
12. Elect or appoint directors, officers, employees and agents of the corporation,
define their duties, fix their compensation and lend them monies and credit.
13. Pay pensions and establish pension plans, pension trusts and other benefit or
incentive plans for any of its or its affiliates' current or former directors, officers,
employees and agents.
14. Eliminate or limit the liability of its directors in the manner and to the
extent provided by section 10-3202 and chapter 31, article 5 of this title.
15. Make payments or donations not inconsistent with law for the public welfare or
for charitable, religious, scientific or educational purposes and for other purposes that
further the corporate interest.
16. Impose dues, assessments, admission and transfer fees on its members.
17. Establish conditions for admission of members, admit members and issue
memberships.
18. Carry on a business.
19. Transact any lawful activity that will aid governmental policy.
20. Do any other act not inconsistent with law that furthers the activities and
affairs of the corporation.
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