Every corporation formed under the provisions of sections 67A.01 to 67A.26, shall have power:
(1) to have succession by its corporate name for the time stated in its certificate of incorporation;
(2) to sue and be sued in any court;
(3) to have and use a common seal and alter the same at pleasure;
(4) to acquire, by purchase or otherwise, and to hold, enjoy, improve, lease, encumber, and convey all real and personal property necessary for the purpose of its organization, subject to such limitations as may be imposed by law or by its articles of incorporation;
(5) to elect or appoint in such manner as it may determine all necessary or proper officers, agents, boards, and committees, fix their compensation, and define their powers and duties;
(6) to make and amend consistently with law bylaws providing for the management of its property and the regulation and government of its affairs;
(7) to wind up and liquidate its business in the manner provided by chapter 60B;
(8) to indemnify certain persons against expenses and liabilities as provided in section 302A.521. In applying section 302A.521 for this purpose, the term "members" shall be substituted for the terms "shareholders" and "stockholders"; and
(9) to eliminate or limit a director's personal liability to the company or its members for monetary damages for breach of fiduciary duty as a director. A company shall not eliminate or limit the liability of a director:
(i) for breach of loyalty to the company or its members;
(ii) for acts or omissions made in bad faith or with intentional misconduct or knowing violation of law;
(iii) for transactions from which the director derived an improper personal benefit; or
(iv) for acts or omissions occurring before the date that the provisions in the articles eliminating or limiting liability become effective.
1967 c 395 art 8 s 6; 1969 c 708 s 63; 1975 c 15 s 3; 1979 c 152 s 1; 1987 c 337 s 111; 1987 c 384 art 2 s 1; 1989 c 209 art 2 s 1; 2005 c 69 art 3 s 14; 2009 c 37 art 3 s 19
Structure Minnesota Statutes
Chapters 59A - 79A — Insurance
Chapter 67A — Township Mutual Companies
Section 67A.01 — Number Of Members Required, Property And Territory.
Section 67A.02 — Certificate Of Incorporation.
Section 67A.03 — Corporate Existence.
Section 67A.04 — Amendments To Certificate Of Incorporation.
Section 67A.06 — Powers Of Corporation.
Section 67A.07 — Principal Office.
Section 67A.08 — Board Of Directors.
Section 67A.10 — Rights Of Certain Members.
Section 67A.11 — Annual Meeting.
Section 67A.12 — Applications.
Section 67A.13 — Types Of Insurance Authorized.
Section 67A.14 — Insurable Property.
Section 67A.15 — Classification Of Property.
Section 67A.161 — Appraisal Of Disputed Losses.
Section 67A.175 — Surplus Requirements.
Section 67A.191 — Combination Policies.
Section 67A.21 — Consolidation, Merger.
Section 67A.231 — Deposit Of Funds; Investment; Limitations.
Section 67A.241 — Record Keeping; Examination; Remedies.
Section 67A.25 — Reference To Laws 1909, Chapter 411.
Section 67A.40 — Organization And Powers.
Section 67A.41 — Premiums And Assessments.
Section 67A.42 — Withdrawal By Members.