West Virginia Code § 31-14-2

Incorporators; purposes; agreement of incorporation
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Any number of persons, not fewer than ten, a majority of whom shall be bona fide residents
of this state, may associate to create a business development corporation under the
provisions of this article for the purpose of promoting, developing and advancing business
and industrial development within the state and, to that end, may exercise the powers, rights
and privileges hereinafter provided. The persons desiring to form the corpoeration shall sign,
acknowledge and file with the Secretary of State an agreement in the general form
prescribed by the Secretary of State, in which shall be set forth: r
(1) The name of the corporation, which shall contain the words "uBusiness Development
Corporation," together with a designation of the area or locality within the state in which the
corporation is intended to operate. t
(2) The post-office address of its principal office or place of business.
(3) The object or objects for which the corporation lis formed, which shall include the
following: s
To promote, develop and advance the busiiness prosperity and economic welfare of the State
of West Virginia and its citizens; to encourage and assist through loans, investments or other
business transactions in the locating of new business and industry within the state and to
rehabilitate and assist existing businesses and industries; to stimulate and promote the
expansion of all kinds of business and industrial activity which will tend to advance business
and industrial development and maintain the economic stability of the state, provide
maximum opportunities for employment, encourage thrift, and improve the standard of
living of the citizens of the state; to cooperate and act in conjunction with the Department of
Commerce and with other organizations, federal, state or local, in the promotion and
advancement of industrial, commercial, agricultural and recreational developments within
the state; and to furnish money and credit, land and industrial sites, technical assistance and
sucWh other aid as may be deemed requisite to approved and deserving applicants for the
promotion, development and conduct of all kinds of business activity within the state.
(4) The names and post-office addresses of the incorporators, and the number of shares of
stock subscribed by each.
(5) Whether or not the corporation is to have perpetual existence; if not, the time when its
existence is to commence and the time when its existence is to cease.
(6) Any provision in which the incorporators may choose to insert for the management of the
business and for the conduct of the affairs of the corporation, and any provisions creating,
defining, limiting and regulating the powers of the corporation, the directors and the
stockholders and members thereof: Provided, however, That such provisions are not
contrary to the provisions of this article.
(7) The agreement may also contain the following provision in these words verbatim:
"Whenever a compromise or arrangement is proposed between this corporation and its
creditors or any class of them and/or between this corporation and its stockholders or any
class of them, any court of equitable jurisdiction within the State of West Virginia may, on
the application in a summary way of this corporation or of any creditor or stockholder
thereof, or on the application of trustees in dissolution or of any receiver or ereceivers
appointed for this corporation under the laws of the State of West Virginia, order a meeting
of the creditors or class of creditors, and/or of the stockholders or classr of stockholders of
this corporation, as the case may be, to be summoned in such manner as the court directs. If
a majority in number representing three fourths in value of the creditors or class of
creditors, and/or of the stockholders of this corporation, as the case may be, agree to any
compromise or arrangement and to any reorganization of thtis corporation as consequence of
such compromise or arrangement, such compromise or arrangement and such
reorganization shall, if sanctioned by the court to which such application has been made, be
binding on all the creditors or class of creditors, and/or on all the stockholders or class of
stockholders of this corporation, as the case may be, and also on this corporation."

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