181.0162181.0162 Relation to electronic signatures in global and national commerce act. This chapter modifies, limits, and supersedes the Electronic Signatures in Global and National Commerce Act, 15 USC 7001 to 7031, but does not modify, limit, or supersede section 101 (c) of that act, 15 USC 7001 (c), or authorize electronic delivery of any of the notices described in section 103 (b) of that act, 15 USC 7003 (b).

181.0163181.0163 Forum selection provisions. The articles of incorporation or the bylaws may require, consistent with applicable jurisdictional requirements, that any or all claims pertaining to the internal affairs of the corporation be brought solely and exclusively in the courts in this state.

181.0201181.0201 Incorporators. One or more persons may act as the incorporator or incorporators of a corporation by delivering articles of incorporation to the department for filing.

181.0202181.0202 Articles of incorporation.

181.0202(1)(1) Required content. The articles of incorporation shall include all of the following information:

181.0202(1)(a)(a) A statement that the corporation is incorporated under this chapter.

181.0202(1)(c)(c) The mailing address of the initial principal office of the corporation.

181.0202(1)(d)(d) The street address of the corporation’s initial registered office and the name and e-mail address of its initial registered agent at that office.

181.0202(1)(g)(g) If the corporation is authorized to make distributions under s. 181.1302 (4), a statement to that effect.

181.0202(2)(2) Permissible content. The articles of incorporation may set forth other information, including any of the following:

181.0202(2)(a)(a) The names and addresses of the natural persons who will serve as the initial directors.

181.0202(2)(b)2.2. Managing the business and regulating the affairs of the corporation.

181.0202(2)(b)4.4. Defining, limiting and regulating the powers of the corporation, its board of directors and its members.

181.0202(2)(c)(c) Any provision that, under this chapter, is required or permitted to be set forth in the bylaws.

181.0202(3)(3) Powers enumerated in chapter. The articles of incorporation need not include any of the corporate powers enumerated in this chapter.

181.0202(4)(4) Articles supersede bylaws. If a provision of the articles of incorporation is inconsistent with a bylaw, the provision of the articles of incorporation controls.