§ 55-3-02. General powers.
§55‑3‑02. General powers.
(a) Unless its articlesof incorporation or this Chapter provide otherwise, every corporation hasperpetual duration and succession in its corporate name and has the same powersas an individual to do all things necessary or convenient to carry out itsbusiness and affairs, including without limitation power:
(1) To sue and be sued,complain and defend in its corporate name;
(2) To have a corporateseal, which may be altered at will, and to use it, or a facsimile of it, byimpressing or affixing it or in any other manner reproducing it;
(3) To make and amendbylaws, not inconsistent with its articles of incorporation or with the laws ofthis State, for managing the business and regulating the affairs of thecorporation;
(4) To purchase,receive, lease, or otherwise acquire, and own, hold, improve, use, andotherwise deal with, real or personal property, or any legal or equitableinterest in property, wherever located;
(5) To sell, convey,mortgage, pledge, lease, exchange, and otherwise dispose of all or any part ofits property;
(6) To purchase,receive, subscribe for, or otherwise acquire; own, hold, vote, use, sell,mortgage, lend, pledge, or otherwise dispose of; and deal in and with shares orother interests in, or obligations of, any other entity;
(7) To make contractsand guarantees, incur liabilities, borrow money, issue its notes, bonds, andother obligations (which may be convertible into or include the option topurchase other securities of the corporation), and secure any of itsobligations by mortgage or pledge of any of its property, franchises, orincome;
(8) To lend money,invest and reinvest its funds, and receive and hold real and personal propertyas security for repayment;
(9) To be a promoter,partner, member, associate, or manager of any partnership, joint venture,trust, or other entity;
(10) To conduct itsbusiness, locate offices, and exercise the powers granted by this act within orwithout this State;
(11) To elect or appointdirectors, officers, employees, and agents of the corporation, define theirduties, fix their compensation, and lend them money and credit;
(12) To pay pensions andestablish pension plans, pension trusts, profit sharing plans, stock bonusplans, stock option plans, and other benefit or incentive plans for any or allof its current or former directors, officers, employees, and agents;
(13) To make donations forthe public welfare or for charitable, religious, cultural, scientific, oreducational purposes;
(14) To transact anylawful business that will aid governmental policy;
(15) To make payments ordonations, or do any other act, not inconsistent with law, that furthers thebusiness and affairs of the corporation; and
(16) To provide insurancefor its benefit on the life or physical or mental ability of any of itsdirectors, officers or employees or on the life or physical or mental abilityof any security holder for the purpose of acquiring at his death or disabilityits securities owned by such security holder, and for these purposes thecorporation is deemed to have an insurable interest in its directors, officers,employees, or security holders; and to provide insurance for its benefit on thelife or physical or mental ability of any other person in whom it has aninsurable interest.
(b) It shall not benecessary to set forth in the articles of incorporation any of the powersenumerated in this section. (Code, ss. 663, 666, 691,692, 693; 1893, c. 159; 1901, c. 2, s. 1; Rev., s. 1128; 1909, c. 507, s. 1;C.S., s. 1126; 1925, cc. 235, 298; 1929, c. 269; 1939, c. 279; 1945, c. 775;G.S., s. 55‑26; 1951, c. 1240, s. 1; 1955, c. 1371, s. 1; 1959, c. 1316,ss. 4, 5; 1969, c. 751, ss. 7, 8; 1989, c. 265, s. 1.)