conformity with its purposes, and upon dissolution or final liquidation, may make distribution to
its members or others as permitted by this Chapter.
Legislative History-Enacted 10/14/04, Resolu. 2005-04; Readopted 8/01/06, Resolu. 2006-524.
Section 36-26 Loans to Directors and Officers Prohibited
36-26.01 Loans to Directors and Officers Prohibited.
(a) No loans shall be made by a corporation organized under this Chapter to its directors or officers.
(b) The directors of a corporation who vote for or assent to the making of a loan to a director or an
officer of the corporation, and any officer participating in the making of such a loan, shall be
jointly and severally liable to the corporation for the amount of such loan until the repayment
thereof.
Legislative History-Enacted 10/14/04, Resolu. 2005-04; Readopted 8/01/06, Resolu. 2006-524.
Section 36-27 Incorporators
36-27.01 Incorporators. Three or more natural persons of the age of 21 years or more may act as
incorporators of a corporation by signing, certifying, and delivering in duplicate to the Tribal Secretary,
articles of incorporation for such corporation.
Legislative History-Enacted 10/14/04, Resolu. 2005-04; Readopted 8/01/06, Resolu. 2006-524.
Section 36-28 Articles of Incorporation
36-28.01 Articles of Incorporation.
(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 purpose or purposes for which the corporation is organized;
(4) If the corporation is to have no members, a statement to that effect;
(5) If the corporation is to have members, any provision which the incorporators elect to set
forth in the articles of incorporation stating the qualifications and rights of members and
conferring, limiting, or denying the right to vote;
(6) If the directors or any of them are not to be elected or appointed by members, a
statement of the manner in which such directors shall be elected or appointed, or that
the manner of such election or appointment of such directors shall be provided in the
by-laws.
(7) Any provisions, not inconsistent with this Chapter or any other law or Code of the
Spokane Tribe which the incorporators elect to set forth in the articles of incorporation
for the regulation of the internal affairs of the corporation, including any provision for
distribution of assets on dissolution or final liquidation and any provisions which under
this Chapter is required or permitted to be set forth in the by- laws;
(8) The address, including street and number, if any, of its initial registered office, and the
name of its initial registered agent at such address;
(9) The number of directors constituting the initial board of directors, and the names and
addresses, including street and number, if any, of the persons who are to serve as the
initial directors until the first annual meeting or until their successors be elected and
qualify; and
(10)
The name and address, including street and number, if any of each incorporator.
(b) It shall not be necessary to set forth in the articles of incorporation any of the corporate powers
enumerated in this Chapter.
(c) Unless the articles of incorporation provide that a change in the number of directors shall be
made only by amendment to the articles of incorporation, a change in the number of directors
made by amendment to the by-laws shall be controlling.
(1) Whenever a provision of the articles of incorporation is inconsistent with the by-law, the
provision of the articles of incorporation shall be controlling.
Legislative History-Enacted 10/14/04, Resolu. 2005-04; Readopted 8/01/06, Resolu. 2006-524.
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