§414-32  Articles of incorporation. (a)  [Subsection effective until June 30, 2010.  For subsection effectiveJuly 1, 2010, see below.]  The articles of incorporation shall set forth:

(1)  A corporate name for the corporation thatsatisfies the requirements of section 414-51;

(2)  The number of shares the corporation isauthorized to issue;

(3)  The mailing address of the corporation's initialprincipal office, the street address of the corporation's initial registeredoffice, and the name of its initial registered agent at its initial registeredoffice; and

(4)  The name and address of each incorporator.

(a)  [Subsection effective July 1, 2010. For subsection effective until June 30, 2010, see above.]  The articles ofincorporation shall set forth:

(1)  A corporate name for the corporation thatsatisfies the requirements of section 414-51;

(2)  The number of shares the corporation isauthorized to issue;

(3)  The mailing address of the corporation's initialprincipal office and the information required by section 425R-4(a); and

(4)  The name and address of each incorporator.

(b)  The articles of incorporation may setforth:

(1)  The names and addresses of the individuals whoare to serve as the initial directors;

(2)  Provisions not inconsistent with law regarding:

(A)  The purpose or purposes for which thecorporation is organized;

(B)  Managing the business and regulating theaffairs of the corporation;

(C)  Defining, limiting, and regulating thepowers of the corporation, its board of directors, and shareholders;

(D)  A par value for authorized shares orclasses of shares; and

(E)  The imposition of personal liability onshareholders for the debts of the corporation to a specified extent and uponspecified conditions;

(3)  Any provision that under this chapter is requiredor permitted to be set forth in the bylaws;

(4)  A provision eliminating or limiting the liabilityof a director to the corporation or its shareholders for money damages for anyaction taken, or any failure to take any action, as a director, subject tosection 414-222; and

(5)  A provision permitting or making obligatoryindemnification of a director for liability (as defined in section [414-241])to any person for any action taken, or any failure to take any action, as adirector, except liability for:

(A)  Receipt of a financial benefit to whichthe director is not entitled;

(B)  An intentional infliction of harm on thecorporation or its shareholders;

(C)  A violation of section 414-223; or

(D)  An intentional violation of criminal law.

(c)  The articles of incorporation need not setforth any of the corporate powers enumerated in this chapter. [L 2000, c 244,pt of §1; am L 2002, c 130, §10; am L 2009, c 55, §4]