§ 33-36-210 — Articles of incorporation.

(A) Corporations not-for-profit may be organized pursuant to this chapter by any three or more persons who make, subscribe, acknowledge, and file articles of incorporation with the Secretary of State, and obtain approval from the Secretary of State when the articles of incorporation comply with this chapter. The written articles of incorporation must contain: (1) the name of the proposed corporation, which must include the word "Incorporated" or "Inc.". The name may not be the same as, or deceptively similar to, the name of another domestic corporation, or a foreign corporation authorized to do business in this State; (2) the purpose for which the corporation is organized; (3) the qualification of members and the manner of their admission; (4) the term for which the corporation is to exist, which may be perpetual; (5) by what officers the affairs of the corporation are to be managed and the times at which they are to be elected or appointed; (6) the names of the officers who are to serve until the first election or appointment pursuant to the articles of incorporation; (7) the number of persons constituting the first governing board, which may not be less than three, and the names and addresses of the persons who are to serve as board members, managers, or officers until the first election; (8) by whom the bylaws of the corporation are to be made, altered, or rescinded; (9) by whom and in what manner amendments to the articles of incorporation may be proposed and adopted; (10) the name and address of the corporation's registered agent for service of process; (11) any provision which the incorporators choose to insert for the conduct of the affairs of the corporation and any provision creating, dividing, limiting, and regulating the powers of the corporation, the board members, managers, or officers not in conflict with this chapter, except that the articles of incorporation do not need to enumerate the powers in Sections 33-36-260 and 33-36-270; and (12) the signatures of not less than three natural persons competent to contract and an acknowledgment by all of the subscribers before an officer authorized to take acknowledgments. (B) The original articles of incorporation must be filed with the Secretary of State for approval by any method approved by the Secretary of State. A duplicate copy, signed and acknowledged, also may be filed.

Legislative History

HISTORY: 2000 Act No. 404, SECTION 2.