corporation, partnership, association, joint venture, or trust, if such guarantee may reasonably
be expected to benefit, directly or indirectly, the guarantor corporation.
(1) As to the enforceability of the guarantee, the decision of the Board of Directors that the
guarantee may be reasonably expected to benefit, directly or indirectly, the guarantor
corporation shall be binding in respect to the issue of benefit to the guarantor
corporation;
(i) To invest its surplus funds from time to time and to lend money for its corporate purposes, and
to take and hold real and personal property as security for the payment of funds so invested or
loaned;
(j) To conduct its business, carry on its operations, and have offices and exercise the powers
granted by this Code within and without the Reservation and to exercise in any reservation,
state, territory, district, or possession of the United States, or in any foreign country, the powers
granted by this Code, subject to the laws of such reservation, state, territory, district, or
possession of the United States, or such foreign country;
(k) To elect or appoint officers and agents of the corporation, and to define their duties and fix their
compensation;
(l) To make and alter Bylaws, not inconsistent with its Articles of Incorporation or with the laws of
the Tribe, for the administration and regulation of the affairs of the corporation;
(m) To make contributions to charitable organizations;
(n) To cease its corporate activities and surrender its corporate franchise;
(o) To have and exercise all powers necessary or convenient to effect any or all of the purposes for
which the corporation is formed; and
(p) To adopt provisions in its Articles of Incorporation or Bylaws providing for the indemnification of
officers and directors, provided that any such provision shall not provide for any indemnification
related to matters as to which any such director or officer shall be adjudged to be liable for
negligence, misconduct, or nonfeasance in the performance of duty.
Legislative History-Enacted, 5/19/03, Resolu. 2003-337; Readopted 8/01/06, Resolu. 2006-524.
35-1.05 Corporate Name. The corporate name:
(a) Shall contain the word “corporation,” “company,” “incorporated,” or “limited,” or shall contain an
abbreviation of 1 of such words;
(b) Shall not contain any word or phrase which indicates or implies that it is organized for any
purpose other than 1 or more of the purposes contained in its Articles of Incorporation;
(c) Shall not be the same as, or deceptively similar to, the name of any other entity licensed to do
business by the Tribe.
Legislative History-Enacted, 5/19/03, Resolu. 2003-337; Readopted 8/01/06, Resolu. 2006-524.
35-1.06 Incorporators. One or more natural persons of the age of 18 years or more may act as
incorporators of a corporation by signing and filing in the Office of the Tribal Commerce Articles of
Incorporation for such corporation.
Legislative History-Enacted, 5/19/03, Resolu. 2003-337; Readopted 8/01/06, Resolu. 2006-524.
35-1.07 Construction. Any interpretation and administration of this Code may be coordinated with the RCW
Washington Business Corporation Act.
Legislative History-Enacted, 5/19/03, Resolu. 2003-337; Readopted 8/01/06, Resolu. 2006-524.
Section 35-2 Organic Documents
35-2.01 Articles of Incorporation-Contents.
(a) The Articles of Incorporation shall set forth:
(1) The name of the corporation;
(2) The period of duration, which may be perpetual;
(3) The aggregate number of shares which the corporation shall have the authority to issue
and the par value of each of said shares, or a statement that all of said shares are
without par value;
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Revised Spokane Law & Order Code, 5/14/2013