§ 55A-3-02. General powers.

621 words·~3 min read·/nc/chapter-55a/55a-3-02

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)Unless its articles of incorporation or this Chapter provides 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 without limitation, power:

(1)To sue and be sued, complain and defend in its corporate name;

(2)To have a corporate seal, which may be altered at will, and to use it, or a facsimile of it, by impressing or affixing it or in any other manner reproducing it;

(3)To 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)To purchase, receive, lease, or otherwise acquire, and own, hold, improve, use, and otherwise deal with, real or personal property, or any legal or equitable interest in property, wherever located;

(5)To sell, convey, mortgage, pledge, lease, exchange, and otherwise dispose of all or any part of its 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 or other interests in, or obligations of, any other entity;

(7)To make contracts and guarantees, incur liabilities, borrow money, issue its notes, bonds, and other obligations, and secure any of its obligations by mortgage or pledge of any of its property, franchises, or income;

(8)To lend money, invest and reinvest its funds, and receive and hold real and personal property as security for repayment, except as limited by G.S. 55A-8-32;

(9)To be a promoter, partner, member, associate or manager of any partnership, joint venture, trust, or other entity;

(10)To conduct its affairs, locate offices, and exercise the powers granted by this Chapter within or without this State;

(11)To elect or appoint directors, officers, employees, and agents of the corporation, define their duties, and fix their compensation;

(12)To pay pensions and establish pension plans, pension trusts, and other benefit and incentive plans for any or all of its current or former directors, officers, employees, and agents;

(13)To make donations for the public welfare or for charitable, religious, cultural, scientific, or educational purposes, and to make payments or donations not inconsistent with law for other purposes that further the corporate interest;

(14)To impose dues, assessments, admission and transfer fees upon its members;

(15)To establish conditions for admission of members, admit members and issue memberships;

(16)To carry on a business;

(17)To procure insurance for its benefit on the life or physical or mental ability of any director, officer or employee and, in the case of a charitable or religious corporation, any sponsor, contributor, pledgor, student or former student whose death or disability might cause financial loss to the corporation, and for these purposes the corporation is deemed to have an insurable interest in each such person; and to procure insurance for its benefit on the life or physical or mental ability of any other person in whom it has an insurable interest;

(18)To engage in any lawful activity that will aid governmental policy;

(19)To do all things necessary or convenient, not inconsistent with law, to further the activities and affairs of the corporation.

(b)It shall not be necessary to set forth in the articles of incorporation any of the powers enumerated in this section. (1955, c. 1230; 1957, c. 783, s. 7; 1969, c. 875, s. 4; 1971, c. 1136, s. 1; 1977, c. 236, s. 1, c. 663; 1979, c. 1027; 1985, c. 505; 1985 (Reg. Sess., 1986), c. 801, ss. 8-14; 1993, c. 398, s. 1.)