{"data":{"id":"us-dc/d.c.-code-29-402.02","jurisdiction":"us-dc","citation":"D.C. Code § 29-402.02","heading":"Articles of incorporation.","body":"(a)\nThe articles of incorporation shall set forth:\n(1)\nA name for the nonprofit corporation that satisfies the requirements of § 29-103.01;\n(2)\nThe information required by § 29-104.04;\n(3)\nThat the corporation is incorporated as a nonprofit corporation under this chapter;\n(4)\nThe name and street address of each incorporator; and\n(5)\nWhether the corporation will have members.\n\n(b)\nThe articles of incorporation may set forth:\n(1)\nThe names of the individuals who are to serve as the initial directors;\n(2)\nProvisions creating one or more designated bodies;\n(3)\nThe names of the initial members of a designated body;\n(4)\nThe names of the initial members, if any;\n(5)\nProvisions not inconsistent with law regarding:\n(A)\nThe purpose or purposes for which the nonprofit corporation is organized;\n(B)\nManaging the business and regulating the affairs of the corporation;\n(C)\nDefining, limiting, and regulating the powers of the corporation, its board of directors, any designated body, and the members, if any;\n(D)\nThe characteristics, qualifications, rights, limitations, and obligations attaching to each or any class of members; or\n(E)\nThe distribution of assets on dissolution;\n(6)\nAny provision that this chapter requires or permits to be set forth in the articles or bylaws;\n(7)\nA provision permitting or making obligatory indemnification of a director for liability, as defined in § 29-406.50, to any person for any action taken, or any failure to take any action, as a director, except liability for:\n(A)\nReceipt of a financial benefit to which the director is not entitled;\n(B)\nAn intentional infliction of harm;\n(C)\nA violation of § 29-406.33; or\n(D)\nAn intentional violation of criminal law; and\n(8)\nProvisions required if the corporation is to be exempt from taxation under federal, state, or local law.\n\n(c)\nThe liability of a director of a nonprofit corporation that is not a charitable corporation may be eliminated or limited by a provision of the articles of incorporation that a director is not liable to the corporation or its members for money damages for any action taken, or any failure to take any action, as a director, except liability for:\n(1)\nThe amount of a financial benefit received by the director to which the director is not entitled;\n(2)\nAn intentional infliction of harm;\n(3)\nA violation of § 29-406.33; or\n(4)\nAn intentional violation of criminal law.\n\n(d)\nThe articles of incorporation need not set forth any of the corporate powers enumerated in this chapter.\n\n(e)\nProvisions of the articles of incorporation may be made dependent upon facts objectively ascertainable outside the articles of incorporation in accordance with § 29-401.04.","path":["Title 29. Business Organizations. [Enacted title]","Chapter 4. Nonprofit Corporations.","Subchapter II. Incorporation."],"source_url":"https://code.dccouncil.gov/us/dc/council/code/sections/29-402.02","current_through":"2026-08-20 (D.C. Law 26-175)","vintage":"","retrieved_at":"2026-08-29T05:44:07Z","sha256":"ea1c64b614e056206fb6fd1ccc86df8b6fcdcb4da639fe5bee8e53ad0ea29199","source_id":"us-dc","stale":false,"prev":"us-dc/d.c.-code-29-402.01","next":"us-dc/d.c.-code-29-402.03"},"notice":"GroundRules: Original legal text. Not legal advice."}