As Amended
SEC. 79-5-5. Incorporation; commencement of operations.
Twenty-five or more persons, a majority of whom shall be residents of this state, who may desire to create a corporation under the provisions of this chapter for the purpose of promoting, developing and advancing the prosperity and economic welfare of the state, may organize themselves into a business and industrial development corporation by filing with the secretary of state a certificate of incorporation, which shall set forth:
(a) The name of the corporation, which shall include the words, "Business and Industrial Development Corporation".
(b) The location of the principal office of the corporation.
(c) The names and post office addresses of the incorporators.
(d) The amount of authorized capital stock with full particulars as to the class or classes thereof.
(e) The period of existence, which shall be not greater than ninety-nine years.
(f) The number of shares of each class of stock necessary to be subscribed and paid for before the corporation shall commence business.
(g) The purposes for which the corporation is created.
Such certificate, when signed and acknowledged by each of the incorporators, before a notary public or other officer authorized by law to take acknowledgments, shall be filed with the secretary of state, accompanied by a fee of one hundred dollars ($100.00), which shall be the fee of the secretary of state for filing and recording the certificate. Upon receipt thereof, the secretary of state shall endorse thereon:
"Received at the office of the Secretary of State, this ______ day
of ______, 19__, together with the sum of $100.00 deposited to
cover filing and recording, and referred to the Attorney General
for his opinion.
____________________
Secretary of State."
The attorney general shall promptly examine the certificate and
endorse his opinion thereon as follows:
"I have examined this Certificate of Incorporation and am of the
opinion that it ______ violate ______ the Consitituion and laws
of this State, or of the United States.
____________________
Attorney General."
The attorney general shall, without delay, transmit the certificate to the governor for his approval, and the governor shall return it to the secretary of state with his action endorsed thereon. If he approves it, the secretary of state shall record it in the records kept in his office wherein charters of incorporation are recorded, and certify it under the great seal of the state, and transmit it to the applicants. If the governor disapproves it, the secretary of state shall retain it in his office and notify the applicants of the disapproval, and state the reasons therefor. The incorporators shall have ninety days from the date of the notice from the secretary of state in which to amend the certificate to meet the objections of the governor, and if not so amended within the time specified, it shall be of no further force or effect, and the secretary of state will file it and retain the filing and recording fee, which shall be paid into the state treasury for charters examined, disallowed and filed.
No publication of certificates of incorporation granted under this chapter shall be required. The powers specified in the certificate shall, by the approval of the governor, be vested in the corporation, and it may commence operations after the number of shares specified in the certificate of incorporation as necessary for the commencement of business shall have been subscribed and paid for in cash or property at the time and on the terms and conditions specified.
SOURCES: Codes, 1942, Sec. 5390-03; Laws, 1960, ch. 186, Sec. 3, eff from and after passage (approved March 23, 1960).