§ 42-133-5 - General powers.
SECTION 42-133-5
§ 42-133-5 General powers. – (a) The corporation shall have all the powers necessary and convenient to carryout and effectuate the purposes and provisions of this chapter, including, butnot limited to, the power to:
(1) Sue and be sued, complain and defend, in its corporatename;
(2) Have a seal which may be altered at pleasure, and use theseal by causing it, or a facsimile thereof, to be impressed or affixed or inany other manner reproduced; provided, however, that the failure to affix theseal does not affect the validity of an instrument executed on behalf of thecorporation;
(3) Adopt, promulgate, amend, and repeal bylaws, notinconsistent with provisions in this chapter, for the administration andregulation of the corporation's affairs and the implementation of its functions;
(4) Conduct its activities, carry on its operations, and haveoffices and exercise the powers granted by this chapter;
(5) Purchase, take, receive, or otherwise acquire, own, hold,use, and otherwise deal in and with, intangible personal property, or anyinterest therein, including the state's tobacco receipts or any portion thereof;
(6) Invest and reinvest its funds in such manner as shall bedetermined by the board or by contract with its bondholders (and suchinvestments shall not be subject to chapter 10.1 of title 35);
(7) Make and execute all contracts or agreements necessary,proper, or convenient for the exercise of the powers and purposes of the boardand the corporation; borrow money through the execution and delivery of bonds,and make, execute and deliver financing agreements relating thereto in theexercise of the powers and purposes of the board and the corporation;
(8) Make and execute all agreements for the purpose ofmanaging and controlling the funds transferred between the corporation and thestate, and any trust created by the state or the corporation, and governing theinvestment and the monitoring and record keeping of such funds and investmentincome thereon, for purposes of maintaining the exemption from federal incometax of interest on bonds and for other purposes;
(9) Make and execute, amend and terminate all agreements inthe nature of interest rate swaps, forward security supply contracts,agreements for the management of interest rate risks, agreements for themanagement of cash flow, and other agreements of a similar nature, with respectto bonds issued pursuant to this chapter;
(10) Procure insurance, guarantees, letters of credit, andother forms of collateral or security or credit support from any public orprivate entity, including any department, agency, or instrumentality of theUnited States or the state, for the payment of any bonds, including the powerto pay premiums or fees on any insurance, guarantees, letters of credit, andother forms of collateral or security or credit support;
(11) Make and execute all contracts and expend funds toobtain accounting, management, legal, financial consulting, trusteeship andother professional services necessary or convenient to the operations of thecorporation;
(12) Expend funds for the costs of administering theoperations of the corporation;
(13) Request the attorney general, on behalf of the state, tonotify the independent auditor of the sale and instruct the independent auditorto direct the escrow agent to disburse to the corporation, so that it mayreceive and accept from the escrow agent, all or a portion of the state'stobacco receipts;
(14) With respect to all or such portion of the state'stobacco receipts as may be acquired by the corporation, direct the attorneygeneral to enforce, in the name of the state and, if permissible, to enforcedirectly through the corporation's own attorneys in the name of the state, withnotice to the attorney general, the master settlement agreement; provided, thatthe board may not give any approval to any amendment to the master settlementagreement or the qualifying statute without notice to the attorney general andthe approval of the general assembly. This power constitutes a part of thecontractual obligation owed to the holders of any bonds;
(15) Create and establish, or cause to be created andestablished, under the laws of this state or another state, a trust fund withregard to monies paid to the corporation which monies shall include, but not belimited to, such portion of the state's tobacco receipts as may be sold to thecorporation and not pledged to the payment of bonds or subsequently releasedfrom the pledge for payment of the bonds and which, in accordance with any saleagreement with the state, is to be paid to the state, including such portion ofthe proceeds of any bonds designated for the purchase of the state's tobaccoreceipts and designated for deposit in the fund, together with all interestthereon; and all securities or investment income and other assets acquired byand through the use of the monies belonging to the fund and any other moniesdeposited in the fund. Monies in the fund shall be used solely and only for thepayment of all amounts due and to become due to the state, and shall not beused for any other purpose. Monies deposited in the trust fund shall not beavailable for the payment of any claim against the corporation or any debt orobligation of the corporation, including any bonds issued by the corporation;and
(16) Do all other things necessary or convenient to exercisepowers granted or reasonably implied by this chapter or that may be necessaryfor the furtherance and accomplishments of the purposes of the corporation.
(b) As long as any bonds of the corporation are outstanding,the corporation shall not take any action that materially and adversely affectsthe rights of the holders of its bonds.