§ 2-2-108 — Articles of association

(a) Each association formed under this subchapter must prepare and file articles of association, setting forth: (1) The name of the association; (2) The purposes for which it is formed; (3) The place where its principal business will be transacted, which shall be its domicile; (4) The term for which it is to exist, which may be perpetual; (5) The number of directors thereof, which must not be fewer than five (5) and may be any number in excess thereof, and the term of office of the directors; (6) If organized without capital stock, the classes of membership, if more than one (1) class of membership is authorized, and the rules determining the property rights of all classes of members in the event of dissolution; and (7) (A) If organized with capital stock, the amount of stock and the number of shares into which it is divided and the par value thereof. (B) (i) The capital stock may be divided into preferred and common stock. (ii) If so divided, the articles of association must contain a statement of the number of shares of stock to which preference is granted, the nature and definite extent of the preference and privileges granted to each, and the number of shares of stock to which no preference is granted. (b) The articles must be subscribed by the incorporators and acknowledged by them before an officer authorized by the law of this state to take and certify acknowledgments. They shall be filed and recorded in the office of the Secretary of State.

Legislative History

Acts 1939, No. 153, § 8; A.S.A. 1947, § 77-1008.