17-6102. Specific powers enumerated.
17-6102
17-6102. Specific powers enumerated.
Every domestic corporation subject to the provisions of this act shall
have power to:
(1) Have perpetual succession by its corporate name, unless a limited period
of duration is stated in its articles of incorporation;
(2) Sue and be sued in all courts and participate, as a party or otherwise,
in any judicial, administrative, arbitrative or other proceeding, in its
corporate name;
(3) Have a corporate seal, which may be altered at pleasure, and use the same
by causing it, or a facsimile thereof, to be impressed or affixed or in any
other manner reproduced;
(4) Purchase, receive, take by grant, gift, devise, bequest or otherwise,
lease, or otherwise acquire, own, hold, improve, employ, use and otherwise deal
in and with real or personal property, or any interest therein, wherever
situated, and to sell, convey, lease, exchange, transfer or otherwise dispose
of, or mortgage or pledge, all or any of its property and assets, or any
interest therein, wherever situated;
(5) Appoint such officers and agents as the business of the corporation
requires and to pay or otherwise provide for them suitable compensation;
(6) Adopt, amend and repeal bylaws;
(7) Wind up and dissolve itself in the manner provided in this act;
(8) Conduct its business, carry on its operations and have offices and
exercise its powers within or without this state;
(9) Make donations for the public welfare or for charitable, scientific
or educational purposes, and in time of war or other national emergency in
aid thereof;
(10) Be an incorporator, promoter or manager of other corporations of
any type or kind;
(11) Participate with others in any corporation, partnership, limited
partnership, joint venture or other association of any kind, or in any
transaction, undertaking or arrangement which the participating corporation
would have power to conduct by itself, whether or not such participation
involves sharing or delegation of control with or to others;
(12) Transact any lawful business which the corporation's board of
directors shall find to be in aid of governmental authority;
(13) Make contracts, including contracts of guaranty and suretyship,
incur liabilities, borrow money at such rates of interest as the
corporation may determine, issue its notes, bonds and other obligations,
and secure any of its obligations by mortgage, pledge or other encumbrance
of all or any of its property, franchises and income, and make contracts
of guaranty and suretyship which are necessary or convenient to the
conduct, promotion or attainment of the business of: (A) A corporation all
of the outstanding stock of which is owned, directly or indirectly, by the
contracting corporation; (B) a corporation which owns, directly or
indirectly, all of the outstanding stock of the contracting corporation; or
(C) a corporation all of the outstanding stock of which is owned, directly
or indirectly, by a corporation which owns, directly or indirectly, all of
the outstanding stock of the contracting corporation, which contracts of
guaranty and suretyship shall be deemed to be necessary or convenient to the
conduct, promotion or attainment of the business of the contracting
corporation, and make other contracts of guaranty and suretyship which are
necessary or convenient to the conduct, promotion or attainment of the
business of the contracting corporation;
(14) Lend money for its corporate purposes, invest and reinvest its
funds and take, hold and deal with real and personal property as security
for the payment of funds so loaned or invested;
(15) Pay pension and establish and carry out pension, profit sharing,
stock option, stock purchase, stock bonus, retirement, benefit, incentive
and compensation plans, trusts and provisions for any or all of its
directors, officers, and employees, and for any or all of the directors,
officers, and employees of its subsidiaries;
(16) Provide insurance for its benefit on the life of any of its directors,
officers or employees, or on the life of any stockholder for the purpose of
acquiring at such stockholder's death shares of its stock owned by such
stockholder; and
(17) Renounce, in its articles of incorporation or by action of its board of
directors, any interest or expectancy of the corporation in, or in being
offered an opportunity to participate in, specified business opportunities or
specified classes or categories of business opportunities that are presented
to the corporation or one or more of its officers, directors or stockholders.
History: L. 1972, ch. 52, § 12;
L. 1973, ch. 100, § 3;
L. 1988, ch. 99, § 5;
Revived and amend., L. 1988, ch. 100, § 5;
L. 2004, ch. 143, § 3; Jan. 1, 2005.