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273.171 General powers.
Each corporation shall have power:
(1) To have perpetual succession by its corporate name unless a limited period of
duration is stated in its articles of incorporation.
(2) To sue and be sued, complain and defend, in its corporate name.
(3) To have a corporate seal and alter it at pleasure, provided, however, that the
presence or absence of a corporate seal on or from a writing shall neither add
to nor detract from the legality thereof nor affect its validity in any manner or
respect.
(4) To purchase, take, receive, lease, take by gift, devise or bequest, or otherwise
acquire, own, hold, improve, use and otherwise deal in and with real or
personal property, or any interest therein, wherever situated.
(5) To sell, convey, mortgage, pledge, lease, exchange, transfer and otherwise
dispose of all or any part of its property and assets.
(6) To lend money to its employees, other than its officers and directors, and
otherwise assist its employees, officers and directors.
(7) To purchase, take, receive, subscribe for, or otherwise acquire, own, hold,
vote, use, employ, sell, mortgage, lend, pledge, or otherwise dispose of, and
otherwise use and deal in and with, shares or other interests in, or obligations
of, other domestic or foreign corporations, whether for profit or not for profit,
associations, partnerships or individuals, or direct or indirect obligations of the
United States, or of any other government, state, territory, governmental district
or municipality or of any instrumentality thereof.
(8) To make contracts and incur liabilities, borrow money at such rates of interest
as the corporation may determine, issue its notes, bonds, and other
obligations, and secure any of its obligations by mortgage or pledge of all or
any of its property, franchises and income.
(9) To lend money for its corporate purposes, invest and reinvest its funds, and
take and hold real and personal property as security for the payment of funds
so loaned or invested.
(10) To conduct its affairs, carry on its operations, and have offices and exercise
the powers granted by KRS 273.161 to 273.390 in any state, territory, district,
or possession of the United States, or in any foreign country.
(11) To elect or appoint officers and agents of the corporation, who may be
directors or members, and define their duties and fix their compensation.
(12) To make and alter bylaws, not inconsistent with its articles of incorporation or
with the laws of this state, for the administration and regulation of the affairs of
the corporation.
(13) Unless otherwise provided in the articles of incorporation, to make donations
for the public welfare or for charitable, scientific or educational purposes; and in
time of war to make donations in aid of war activities.
(14) To indemnify any director or officer or former director or officer of the
corporation, or any person who may have served at its request as a director or
officer of another corporation in which it owns shares of capital stock or of
which it is a creditor, against expenses actually and reasonably incurred by him
in connection with the defense of any action, suit or proceeding, civil or
criminal, in which he is made a party by reason of being or having been such
director or officer, except in relation to matters as to which he shall be
adjudged in such action, suit or proceeding to be liable for negligence or
misconduct in the performance of duty to the corporation; and to make any
other indemnification that shall be authorized by the articles of incorporation or
bylaws, or resolution adopted after notice to the members entitled to vote.
(15) To pay pensions and establish pension plans or pension trusts for any or all of
its directors, officers and employees.
(16) To cease its corporate activities and surrender its corporate franchise.
(17) To have and exercise all powers necessary or convenient to effect any or all of
the purposes for which the corporation is organized.
Effective:January 1, 1989
History: Amended 1988 Ky. Acts ch. 23, sec. 179, effective January 1, 1989. -Created 1968 Ky. Acts ch. 165, sec. 5.
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