10-30.6 Community Development Corporations - North Dakota Statutes

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CHAPTER 10-30.6COMMUNITY DEVELOPMENT CORPORATIONS10-30.6-01. Organization.1.To the extent permitted by federal law, any one or more banks may form a
community development corporation by complying with the conditions prescribed in
this chapter and subscribing and acknowledging a certificate specifying:a.The name, the general nature of its business, and the principal place of
transacting its business. The name must distinguish the corporation from all
other corporations authorized to do business in the state and must contain the
words "community development corporation".b.The period of its duration, which is perpetual.c.The name and principal business address of each incorporator.d.The names and addresses of those composing its board until the first election.e.The highest amount of indebtedness or liability to which the corporation may be
subject.2.The certificate may contain any other lawful provision defining the powers and
business of the corporation, its officers, directors, members, and stockholders.10-30.6-02.Purposes.This chapter is intended to allow all banks, includingstate-chartered banks, the right to form community development corporations, as defined by the
federal office of the comptroller of the currency and the federal reserve. The purpose of the
corporation is to assist communities in this state in economic development, housing, the creation
of jobs for low and moderate income persons, and development of community facilities.Aspecial emphasis is to be on rural communities.10-30.6-03.Incorporation.Upon the filing of the articles of incorporation with thesecretary of state, the secretary of state shall issue to the corporation over the great seal of the
state a certificate that the articles containing the required documents have been filed in the
secretary of state's office.10-30.6-04. Powers of investment corporations. In furtherance of the purposes forwhich the corporation is organized, and in addition to the powers conferred by the general laws
relating to business corporations, a corporation may:1.Borrow money and otherwise incur indebtedness for any of the purposes of the
corporation and issue its bonds, debentures, notes, or other evidences of
indebtedness, whether secured or unsecured, therefor and secure the same by
mortgage, pledge, deed of trust, or other lien on its property, franchises, rights, and
privileges of every kind and nature or any part thereof.2.Lend money to, and guarantee, endorse, or act as surety on the bonds, notes,
contracts, or other obligations of, or otherwise assist financially, any person, and
establish and regulate the terms with respect to any loans or financial assistance
and the charges for interest and service connected with the loans or assistance.3.Purchase, receive, hold, lease, or otherwise acquire, and sell, convey, mortgage,
lease, pledge, or otherwise dispose of, upon the terms and conditions as the board
of directors determines advisable, property, together with the rights and privileges
incidental thereto and the use thereof, including any property acquired by thePage No. 1corporation from time to time in the satisfaction of debts or enforcement of
obligations.4.Acquire, by purchase or otherwise, the goodwill, business, rights, property, and other
assets, or any part thereof, that may be in furtherance of the corporate purposes
provided herein, and assume, undertake, guarantee, or pay the obligations, debts,
and liabilities of any person; acquire improved or unimproved real estate for the
purpose of constructing industrial plants or other business establishments or for the
purpose of disposing of the real estate to others for the construction of industrial
plants or other business establishments; and, in furtherance of the corporate
purposes, acquire, construct, reconstruct, maintain, operate, sell, lease, or otherwise
dispose of industrial plants or business establishments.5.Acquire, subscribe for, own, hold, sell, or otherwise dispose of the stock, shares,
membership interests, bonds, debentures, notes, or other securities and evidences
of interest in, or indebtedness of, any person and, while the owner or holder thereof,
to exercise all the rights, powers, and privileges of ownership, including the right to
vote.6.Cooperate with and avail itself of the facilities of the department of commerce and
any other similar governmental agencies; and cooperate with, assist, and otherwise
encourage local organizations in the various communities of the state, the purpose
of which are the promotion, assistance, and development of the business prosperity
and economic welfare of the communities and of this state.10-30.6-05. Board of directors.1.All the corporate powers of the corporation must be exercised by a board of no fewer
than five elected directors who must be residents of this state.The number ofdirectors and their term of office must be determined in the bylaws. If any vacancy
occurs in the board of directors, the remaining directors may elect a person to fill the
vacancy until the next annual meeting of the corporation.2.The first board of directors shall adopt bylaws, which remain effective until amended
or repealed by action of the board.3.The first annual meeting must be held at a date to be fixed by the board of directors
as soon as reasonably possible after a minimum of twenty-five percent of the capital
stock of the corporation has been paid into its treasury. The annual meeting must
be called in the manner provided by the bylaws.10-30.6-06. Earned surplus. Each year, the corporation shall set apart all of its netearnings as retained earnings. The corporation shall hold part of the retained earnings as a
reserve for bad debts. The corporation may use the rest of the retained earnings in the course of
its business.The amount held as a reserve for bad debts must be at least the amountrecommended by the firm of certified public accountants that the board of directors approves to
audit the corporation's financial statements. The board shall establish procedures for investing
funds held as a reserve for bad debts.10-30.6-07.Obligation limitation.The total obligations of the corporation may notexceed twenty times the amount of the paid-in capital and surplus, not including earned surplus.10-30.6-08. Deposit of funds - Loans. The corporation may not deposit any of its fundsin any financial institution unless the institution has been designated as a depository by a vote of
a majority of the directors, exclusive of any director who is an officer or director of the depository
so designated. The corporation may not receive money on deposit. No loans may be made
directly or indirectly to any officer of the corporation or to any firm of which the officer is a
member or officer.Page No. 210-30.6-09. Preemptive right not authorized. The holders of capital stock as suchhave no preemptive or preferential right to purchase or subscribe for any part of the unissued
capital stock of the corporation of any class or for any new issue of stock of any class, whether
now or hereafter authorized or issued, or to purchase or subscribe for any bonds or other
obligations, whether or not convertible into stock of any class of the corporation, now or hereafter
authorized or issued.10-30.6-10.Notes or obligations - Legal investments.Notwithstanding any otherstatute, the notes or other interest-bearing obligations of a state development corporation, issued
in accordance with this chapter and the articles of incorporation and the bylaws of the
corporation, are legal investments for any bank that becomes a member of the corporation.Page No. 3Document Outlinechapter 10-30.6 community development corporations