Pennsylvania Consolidated Statutes

15 Pa. Cons. Stat. § 5502 (2026)

 General powers.

✓ current as of May 2026
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§ 5502.  General powers.

(a)  General rule.--Subject to the limitations and restrictions imposed by statute and, except as otherwise provided in paragraph (4), subject to the limitations and restrictions contained in its articles, every nonprofit corporation shall have power:

(1)  To have perpetual succession by its corporate name unless a limited period of duration is specified in its articles, subject to the power of the Attorney General under section 503 (relating to actions to revoke corporate franchises) and to the power of the General Assembly under the Constitution of Pennsylvania.

(2)  To sue and be sued, complain and defend and participate as a party or otherwise in any judicial, administrative, arbitrative or other proceeding in its corporate name.

(3)  To have a corporate seal, which may be altered at pleasure, and to use the seal by causing it or a facsimile thereof to be impressed or affixed or in any manner reproduced.

(4)  To acquire, own and utilize any real or personal property, or any interest therein, wherever situated, regardless of any limitation set forth in its articles prior to January 1, 1972 as to the quantity or value of real or personal property which it may hold, or as to the amount of income derived therefrom.

(5)  To sell, convey, mortgage, pledge, lease, exchange or otherwise dispose of all or any part of its property and assets, or any interest therein, wherever situated.

(6)  To guarantee, become surety for, acquire, own and dispose of obligations, capital stock and other securities.

(7)  To borrow money, issue or incur its obligations and secure any of its obligations by mortgage on or pledge of or security interest in all or any part of its property and assets, wherever situated, franchises or income, or any interest therein.

(8)  To invest its funds, lend money and take and hold real and personal property as security for the repayment of funds so invested or loaned.

(9)  To make contributions and donations.

(10)  To use abbreviations, words, logos or symbols upon the records of the corporation, and in connection with the registration of, and inscription of ownership or entitlement on, certificates evidencing membership in or securities or obligations of the corporation, and upon checks, proxies, notices and other instruments and documents relating to the foregoing, which abbreviations, words, logos or symbols shall have the same force and effect as though the respective words and phrases for which they stand were set forth in full for the purposes of all statutes of this Commonwealth and all other purposes.

(11)  To be a promoter, partner, member, associate or manager of any partnership, enterprise or venture or in any transaction, undertaking or arrangement that the corporation would have power to conduct itself, whether or not its participation involves sharing or delegation of control with or to others.

(12)  To transact any lawful business that the board of directors or other body finds will aid governmental policy.

(13)  To continue the salaries of such of its employees as may be serving in the active or reserve armed forces of the United States, or in the national guard or in any other organization established for the protection of the lives and property of citizens of this Commonwealth or the United States, during the term of that service or during such part thereof as the employees, by reason of that service, may be unable to perform their duties as employees of the corporation.

(14)  To pay pensions and establish pension plans, pension trusts, profit sharing plans, share bonus plans, share option plans, incentive and deferred compensation plans and other plans or trusts for any or all of its present or former representatives and, after their death, to grant allowances or pensions to their dependents or beneficiaries, whether or not the grant was made during their lifetime.

(15)  To conduct its business, carry on its operations, have offices and exercise the powers granted by this article or any other provision of law in any jurisdiction within or without the United States.

(16)  To elect or appoint and remove officers, employees and agents of the corporation, define their duties, fix their reasonable compensation and the reasonable compensation of directors, to lend any of the foregoing money and credit and to pay bonuses or other additional compensation to any of the foregoing for past services.

(17)  To enter into any obligation appropriate for the transaction of its affairs, including contracts or other agreements with its members.

(18)  To have and exercise all of the powers and means appropriate to effect the purpose or purposes for which the corporation is incorporated.

(19)  To have and exercise all other powers enumerated elsewhere in this subpart or otherwise vested by law in the corporation.

(b)  Enumeration unnecessary.--It shall not be necessary to set forth in the articles of the corporation the powers enumerated in subsection (a).

(c)  Board to exercise.--See section 5721 (relating to board of directors).

(Dec. 21, 1988, P.L.1444, No.177, eff. Oct. 1, 1989; Dec. 19, 1990, P.L.834, No.198, eff. imd.)

 

1990 Amendment.  Act 198 reenacted and amended the entire section.

Cross References.  Section 5502 is referred to in sections 5715, 5721, 7321, 7521 of this title.

Notes of Decisions
Cited in 16 cases (1 in the last 5 years), 1994–2024 · leading case: Zampogna v. Law Enf't Health Benefits, Inc., 151 A.3d 1003 (Pa. 2016).
Zampogna v. Law Enf't Health Benefits, Inc., 151 A.3d 1003 (Pa. 2016). · cites it 22× “, 5/22/2012, at 2 (citing 15 Pa.C.S. § 5502). Zampogna filed post-trial motions, which the court denied, and he appealed, asserting, inter alia, 5 Zampogna also sought injunctive relief.”
Zampogna v. Law Enf't Health Benefits, Inc., 81 A.3d 1043 (Pa. Commw. Ct. 2013). · cites it 10× “” 15 Pa.C.S. § 5502 (emphasis added). Black’s Law Dictionary, 526 (9th ed.”
Ciamaichelo v. Indep. Blue Cross, 928 A.2d 407 (Pa. Commw. Ct. 2007). · cites it 2× “; section 5502(a)(18) of the Nonprofit Law, 15 Pa.C.S. § 5502(a)(18); (Article III of the Articles of Incorporation, R.”
Snead v. Soc'y for Prevention of Cruelty to Animals, 985 A.2d 909 (Pa. 2009). “” 15 Pa.C.S. § 5502(a)(2). In sum, there are no indications the General Assembly intended the SPCA to be a Commonwealth agency.”
Sanchez ex rel. Rivera v. Montanez, 645 A.2d 383 (Pa. Commw. Ct. 1994). · cites it 2× “) Sanchez asserts that, therefore, CAP is ruled by Section 5502(a)(2) of the Nonprofit Corporation Law of 1988 (Nonprofit Corporation Law), 15 Pa. C.S. § 5502(a)(2), which provides: § 5502.”
Smaha v. Landy, 638 A.2d 392 (Pa. Commw. Ct. 1994). · cites it 2× “See 15 Pa.C.S. §§ 5502 and 5721; Airways Industries, Inc.”
United States v. Fumo, 628 F. Supp. 2d 573 (E.D. Pa. 2007). “[t]o conduct its business, carry on its operations, have offices and exercise the powers granted by this article or any other provision of law in any jurisdiction within or without the United States,” 15 Pa. Cons.Stat. § 5502(a)(15). Citizens Alliance's incorporators (Senator…”
In re: Indep. Fire Co. No. 1 a non profit corp. ~ Appeal of: Com. of PA (Pa. Commw. Ct. 2020). · cites it 4× “” 15 Pa.C.S. §5502(a)(1). That said, the assets and property of Independent are not insulated from interference by the Commonwealth.”
A Pocono Country Place Prop. Owners Ass'n, Inc. v. Z.J. Kowalski a/k/a J. Kowalski, 186 A.3d 537 (Pa. Commw. Ct. 2018). “Under Sections 5502 and 5721 of the Nonprofit Corporation Law, 15 Pa. C.S. §§ 5502, 5721, the board of directors is charged with the management of the corporation's affairs.”
Zampogna, F. v. Law Enf't Health, Aplt. (Pa. 2016). · cites it 2× “” 15 Pa.C.S. § 5502(a)(18). Moreover, especially when incidental authority is expressly granted, I would not interpret it as narrowly as Citizens Electric does, because the Citizens Electric standard confounds Subsection 5502(a)(18)’s more permissive grant of authority.”
Zampogna, F. v. Law Enf't Health, Aplt. (Pa. 2016). · cites it 2× “standard as inconsistent with the NCL’s broad grant of authority in 15 Pa.C.S. § 5502(a)(18), See Concurring Opinion (Wecht, J.”
N. Chester Cnty. Sportsmen's Club v. J. Muller -- Appeal of: J. Muller (Pa. Commw. Ct. 2017). · cites it 2× “” 15 Pa. C.S. § 5502(a)(15), (16), (18). In addition, Section 5726(b) of the Nonprofit Corporation Law provides: Unless otherwise provided in a bylaw adopted by the members, the board of directors may declare vacant the office of a director who has been judicially declared of…”
— 15 Pa. Cons. Stat. § 5502(a) — 3 cases
Zampogna v. Law Enf't Health Benefits, Inc., 151 A.3d 1003 (Pa. 2016). “, 5/22/2012, at 2 (citing 15 Pa.C.S. § 5502). Zampogna filed post-trial motions, which the court denied, and he appealed, asserting, inter alia, 5 Zampogna also sought injunctive relief.”
Zampogna v. Law Enf't Health Benefits, Inc., 81 A.3d 1043 (Pa. Commw. Ct. 2013). “” 15 Pa.C.S. § 5502 (emphasis added). Black’s Law Dictionary, 526 (9th ed.”
Wooden v. Highmark, Inc., 32 Pa. D. & C.5th 377 (2013).
— 15 Pa. Cons. Stat. § 5502(a)(1) — 2 cases
In re: Indep. Fire Co. No. 1 a non profit corp. ~ Appeal of: Com. of PA (Pa. Commw. Ct. 2020). “” 15 Pa.C.S. §5502(a)(1). That said, the assets and property of Independent are not insulated from interference by the Commonwealth.”
— 15 Pa. Cons. Stat. § 5502(a)(14) — 1 case
In re: Indep. Fire Co. No. 1 a non profit corp. ~ Appeal of: Com. of PA (Pa. Commw. Ct. 2020). “” 15 Pa.C.S. §5502(a)(1). That said, the assets and property of Independent are not insulated from interference by the Commonwealth.”
— 15 Pa. Cons. Stat. § 5502(a)(15) — 3 cases
Zampogna v. Law Enf't Health Benefits, Inc., 151 A.3d 1003 (Pa. 2016). “, 5/22/2012, at 2 (citing 15 Pa.C.S. § 5502). Zampogna filed post-trial motions, which the court denied, and he appealed, asserting, inter alia, 5 Zampogna also sought injunctive relief.”
United States v. Fumo, 628 F. Supp. 2d 573 (E.D. Pa. 2007). “[t]o conduct its business, carry on its operations, have offices and exercise the powers granted by this article or any other provision of law in any jurisdiction within or without the United States,” 15 Pa. Cons.Stat. § 5502(a)(15). Citizens Alliance's incorporators (Senator…”
N. Chester Cnty. Sportsmen's Club v. J. Muller -- Appeal of: J. Muller (Pa. Commw. Ct. 2017). “” 15 Pa. C.S. § 5502(a)(15), (16), (18). In addition, Section 5726(b) of the Nonprofit Corporation Law provides: Unless otherwise provided in a bylaw adopted by the members, the board of directors may declare vacant the office of a director who has been judicially declared of…”
— 15 Pa. Cons. Stat. § 5502(a)(16) — 3 cases
N. Chester Cnty. Sportsmen's Club v. J. Muller -- Appeal of: J. Muller (Pa. Commw. Ct. 2017). “” 15 Pa. C.S. § 5502(a)(15), (16), (18). In addition, Section 5726(b) of the Nonprofit Corporation Law provides: Unless otherwise provided in a bylaw adopted by the members, the board of directors may declare vacant the office of a director who has been judicially declared of…”
D. Bloom v. PA SEC (Pa. Commw. Ct. 2019).
— 15 Pa. Cons. Stat. § 5502(a)(18) — 5 cases
Zampogna v. Law Enf't Health Benefits, Inc., 151 A.3d 1003 (Pa. 2016). “, 5/22/2012, at 2 (citing 15 Pa.C.S. § 5502). Zampogna filed post-trial motions, which the court denied, and he appealed, asserting, inter alia, 5 Zampogna also sought injunctive relief.”
Ciamaichelo v. Indep. Blue Cross, 928 A.2d 407 (Pa. Commw. Ct. 2007). “; section 5502(a)(18) of the Nonprofit Law, 15 Pa.C.S. § 5502(a)(18); (Article III of the Articles of Incorporation, R.”
Zampogna v. Law Enf't Health Benefits, Inc., 81 A.3d 1043 (Pa. Commw. Ct. 2013). “” 15 Pa.C.S. § 5502 (emphasis added). Black’s Law Dictionary, 526 (9th ed.”
Zampogna, F. v. Law Enf't Health, Aplt. (Pa. 2016). “” 15 Pa.C.S. § 5502(a)(18). Moreover, especially when incidental authority is expressly granted, I would not interpret it as narrowly as Citizens Electric does, because the Citizens Electric standard confounds Subsection 5502(a)(18)’s more permissive grant of authority.”
Zampogna, F. v. Law Enf't Health, Aplt. (Pa. 2016). “standard as inconsistent with the NCL’s broad grant of authority in 15 Pa.C.S. § 5502(a)(18), See Concurring Opinion (Wecht, J.”
— 15 Pa. Cons. Stat. § 5502(a)(19) — 1 case
Zampogna v. Law Enf't Health Benefits, Inc., 81 A.3d 1043 (Pa. Commw. Ct. 2013). “” 15 Pa.C.S. § 5502 (emphasis added). Black’s Law Dictionary, 526 (9th ed.”
— 15 Pa. Cons. Stat. § 5502(a)(2) — 3 cases
Snead v. Soc'y for Prevention of Cruelty to Animals, 985 A.2d 909 (Pa. 2009). “” 15 Pa.C.S. § 5502(a)(2). In sum, there are no indications the General Assembly intended the SPCA to be a Commonwealth agency.”
Sanchez ex rel. Rivera v. Montanez, 645 A.2d 383 (Pa. Commw. Ct. 1994). “) Sanchez asserts that, therefore, CAP is ruled by Section 5502(a)(2) of the Nonprofit Corporation Law of 1988 (Nonprofit Corporation Law), 15 Pa. C.S. § 5502(a)(2), which provides: § 5502.”
Smaha v. Landy, 638 A.2d 392 (Pa. Commw. Ct. 1994). “See 15 Pa.C.S. §§ 5502 and 5721; Airways Industries, Inc.”
— 15 Pa. Cons. Stat. § 5502(a)(9) — 2 cases
Zampogna v. Law Enf't Health Benefits, Inc., 81 A.3d 1043 (Pa. Commw. Ct. 2013). “” 15 Pa.C.S. § 5502 (emphasis added). Black’s Law Dictionary, 526 (9th ed.”
Zampogna v. Law Enf't Health Benefits, Inc., 151 A.3d 1003 (Pa. 2016). “, 5/22/2012, at 2 (citing 15 Pa.C.S. § 5502). Zampogna filed post-trial motions, which the court denied, and he appealed, asserting, inter alia, 5 Zampogna also sought injunctive relief.”
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