New Hampshire Revised Statutes 292:2 – Articles of Agreement
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The articles of agreement shall contain the following:
I. The name of the corporation.
II. The object for which the corporation is established.
II-a. The provisions for establishing criteria and procedures for membership and participation in the corporation.
III. The provisions for disposition of the corporate assets in the event of dissolution of the corporation, including the prioritization of rights of shareholders and members to corporate assets.
IV. The address at which the business of the corporation is to be carried on.
V. The amount of capital stock, if any, or the number of shares or membership certificates, if any, and provisions for retirement, reacquisition and redemption of those shares or certificates.
V-a. (a) The articles of agreement may contain a provision eliminating or limiting the personal liability of a director, an officer, or both, to the corporation or its shareholders for monetary damages for breach of fiduciary duty as a director, an officer, or both, except with respect to:
(1) Any breach of the director’s or officer’s duty of loyalty to the corporation or its shareholders.
(2) Acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of law.
(3) Any transaction from which the director, officer, or both, derived an improper personal benefit.
(b) This paragraph shall not be construed to eliminate or limit the liability of a director, an officer, or both, for any act or omission occurring before January 1, 1992.
VI. The signature and post office address of each of the persons associating together to form the corporation.
I. The name of the corporation.
Terms Used In New Hampshire Revised Statutes 292:2
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
- Fiduciary: A trustee, executor, or administrator.
- following: when used by way of reference to any section of these laws, shall mean the section next preceding or following that in which such reference is made, unless some other is expressly designated. See New Hampshire Revised Statutes 21:13
II. The object for which the corporation is established.
II-a. The provisions for establishing criteria and procedures for membership and participation in the corporation.
III. The provisions for disposition of the corporate assets in the event of dissolution of the corporation, including the prioritization of rights of shareholders and members to corporate assets.
IV. The address at which the business of the corporation is to be carried on.
V. The amount of capital stock, if any, or the number of shares or membership certificates, if any, and provisions for retirement, reacquisition and redemption of those shares or certificates.
V-a. (a) The articles of agreement may contain a provision eliminating or limiting the personal liability of a director, an officer, or both, to the corporation or its shareholders for monetary damages for breach of fiduciary duty as a director, an officer, or both, except with respect to:
(1) Any breach of the director’s or officer’s duty of loyalty to the corporation or its shareholders.
(2) Acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of law.
(3) Any transaction from which the director, officer, or both, derived an improper personal benefit.
(b) This paragraph shall not be construed to eliminate or limit the liability of a director, an officer, or both, for any act or omission occurring before January 1, 1992.
VI. The signature and post office address of each of the persons associating together to form the corporation.