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Articles of
Incorporation
- Articles of Incorporation (continued)
- The street
address of the initial registered office is 122 Rumford Center
Road, Andover, Maine 04216 and the name of the initial registered
agent is Teresa Royer MacKnight, D.O.
- The number
of directors constituting the initial Board of Directors of the
corporation is 14.
- The maximum
number of directors is 20 and the minimum number is 3.
- The names
and addresses of the initial incorporators are as follows:
- Teresa
Royer MacKnight, D.O., 122 Rumford Center Road, Andover, ME
04126
- Joseph
J. Burrascano, M.D., 139 Springs Fireplace Road, East Hampton,
NY 11937
- Steven
E. Phillips, M.D., 10 Roberts Lane, Suite 2, Ridgefield, CT
06877
- Directors
- To the fullest
extent not prohibited by law, a director of this corporation shall
not be liable to the corporation for monetary damages for an act
or omission in the director's capacity as a director, except that
this article does not eliminate or limit the liability of a director
for:
- A breach
of a director's duty of loyalty to the corporation
- An act
or omission not in good faith that involves intentional misconduct
or a knowing violation of the law
- A transaction
from which a director received an improper benefit, whether
or not the benefit resulted from an action taken within the
scope of the director's office
- An act
or omission for which the liability of a director is expressly
provided for by statute
- An act
related to an unlawful stock repurchase or payment of a dividend
- A change
in the number of directors shall be made by amendment to the bylaws.
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