§ 42-133-5. General powers. (a) The corporation shall have all the powers necessary and convenient to carry out and effectuate the purposes and provisions of this chapter, including, but not limited to, the power to:

(1) Sue and be sued, complain and defend, in its corporate name;

(2) Have a seal which may be altered at pleasure, and use the seal by causing it, or a facsimile thereof, to be impressed or affixed or in any other manner reproduced; provided, however, that the failure to affix the seal does not affect the validity of an instrument executed on behalf of the corporation;

(3) Adopt, promulgate, amend, and repeal bylaws, not inconsistent with provisions in this chapter, for the administration and regulation of the corporation's affairs and the implementation of its functions;

(4) Conduct its activities, carry on its operations, and have offices and exercise the powers granted by this chapter;

(5) Purchase, take, receive, or otherwise acquire, own, hold, use, and otherwise deal in and with, intangible personal property, or any interest therein, including the state's tobacco receipts or any portion thereof;

(6) Invest and reinvest its funds in such manner as shall be determined by the board or by contract with its bondholders (and such investments shall not be subject to chapter 10.1 of title 35);

(7) Make and execute all contracts or agreements necessary, proper, or convenient for the exercise of the powers and purposes of the board and the corporation; borrow money through the execution and delivery of bonds, and make, execute and deliver financing agreements relating thereto in the exercise of the powers and purposes of the board and the corporation;

(8) Make and execute all agreements for the purpose of managing and controlling the funds transferred between the corporation and the state, and any trust created by the state or the corporation, and governing the investment and the monitoring and record keeping of such funds and investment income thereon, for purposes of maintaining the exemption from federal income tax of interest on bonds and for other purposes;

(9) Make and execute, amend and terminate all agreements in the nature of interest rate swaps, forward security supply contracts, agreements for the management of interest rate risks, agreements for the management of cash flow, and other agreements of a similar nature, with respect to bonds issued pursuant to this chapter;

(10) Procure insurance, guarantees, letters of credit, and other forms of collateral or security or credit support from any public or private entity, including any department, agency, or instrumentality of the United States or the state, for the payment of any bonds, including the power to pay premiums or fees on any insurance, guarantees, letters of credit, and other forms of collateral or security or credit support;

(11) Make and execute all contracts and expend funds to obtain accounting, management, legal, financial consulting, trusteeship and other professional services necessary or convenient to the operations of the corporation;

(12) Expend funds for the costs of administering the operations of the corporation;

(13) Request the attorney general, on behalf of the state, to notify the independent auditor of the sale and instruct the independent auditor to direct the escrow agent to disburse to the corporation, so that it may receive and accept from the escrow agent, all or a portion of the state's tobacco receipts;

(14) With respect to all or such portion of the state's tobacco receipts as may be acquired by the corporation, direct the attorney general to enforce, in the name of the state and, if permissible, to enforce directly through the corporation's own attorneys in the name of the state, with notice to the attorney general, the master settlement agreement; provided, that the board may not give any approval to any amendment to the master settlement agreement or the qualifying statute without notice to the attorney general and the approval of the general assembly. This power constitutes a part of the contractual obligation owed to the holders of any bonds;

(15) Create and establish, or cause to be created and established, under the laws of this state or another state, a trust fund with regard to monies paid to the corporation which monies shall include, but not be limited to, such portion of the state's tobacco receipts as may be sold to the corporation and not pledged to the payment of bonds or subsequently released from the pledge for payment of the bonds and which, in accordance with any sale agreement with the state, is to be paid to the state, including such portion of the proceeds of any bonds designated for the purchase of the state's tobacco receipts and designated for deposit in the fund, together with all interest thereon; and all securities or investment income and other assets acquired by and through the use of the monies belonging to the fund and any other monies deposited in the fund. Monies in the fund shall be used solely and only for the payment of all amounts due and to become due to the state, and shall not be used for any other purpose. Monies deposited in the trust fund shall not be available for the payment of any claim against the corporation or any debt or obligation of the corporation, including any bonds issued by the corporation; and

(16) Do all other things necessary or convenient to exercise powers granted or reasonably implied by this chapter or that may be necessary for the furtherance and accomplishments of the purposes of the corporation.

(b) As long as any bonds of the corporation are outstanding, the corporation shall not take any action that materially and adversely affects the rights of the holders of its bonds.

History of Section. (P.L. 2002, ch. 65, art. 8, § 1.)