Collapse to view only § 130311. Distribution of assets on dissolution or final liquidation
- § 130301. Organization
- § 130302. Principles and purposes
- § 130303. Membership
- § 130304. Governing body
- § 130305. Powers
- § 130306. Restrictions
- § 130307. Principal office
- § 130308. Records and inspection
- § 130309. Service of process
- § 130310. Liability for acts of officers and agents
- § 130311. Distribution of assets on dissolution or final liquidation
§ 130301. Organization
(a)Federal Charter.—Legion of Valor of the United States of America, Incorporated (in this chapter, the “corporation”), is a federally chartered corporation.
(b)Place of Incorporation and Domicile.—The corporation is declared to be incorporated and domiciled in the District of Columbia.
(c)Perpetual Existence.—Except as otherwise provided, the corporation has perpetual existence.
(d)References to Army and Navy Legion of Valor of the United States of America, Incorporated.—Any reference to the Army and Navy Legion of Valor of the United States of America, Incorporated, is deemed to refer to the Legion of Valor of the United States of America, Incorporated.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1374.)
§ 130302. Principles and purposes
(a)Principles.—The principles underlying the corporation are patriotic allegiance to the United States of America, fidelity to the constitution and laws of the United States, the security of civil liberty, and the permanence of free institutions.
(b)Purposes.—The purposes of the corporation are—
(1) to cherish the memories of the valiant deeds in arms for which the Congressional Medal of Honor, the Distinguished Service Cross, the Navy Cross, and the Air Force Cross are the insignia;
(2) to promote true fellowship among its members;
(3) to advance the best interests of members of the Armed Forces of the United States of America;
(4) to extend all possible relief to needy members of the corporation and their widows and children; and
(5) to stimulate patriotism in the minds of our youth by encouraging the study of the patriotic, military, and naval history of our Nation.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1374.)
§ 130303. Membership
(a)Eligibility.—An individual is eligible for active membership in the corporation if the individual—
(1) is of good moral character; and
(2) has received a Congressional Medal of Honor, a Distinguished Service Cross, a Navy Cross, or an Air Force Cross awarded for acts of extraordinary heroism in connection with military or naval operations against an armed enemy, or for heroism of a specially distinguished character, as a member of the Armed Forces of the United States or any foreign country.
(b)Extension of Eligibility to Parents and Descendants.—The corporation may extend eligibility for membership, either active or associate, to parents and lineal descendants of an individual described in subsection (a) of this section on terms provided in its constitution and bylaws.
(c)Voting.—Each member (except an associate member) has one vote on each matter submitted to a vote at a meeting of the members.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1374.)
§ 130304. Governing body
(a)Board of Directors.—
(1) The board of directors is the governing body of the corporation. Between meetings of the corporation, the board is responsible for the general policies and program of the corporation. The board is responsible for all funds of the corporation.
(2) The number of directors, their manner of selection (including the filling of vacancies), and their term of office are as provided in the constitution and bylaws of the corporation. However, the board shall have at least 10 directors.
(b)Officers.—
(1) The officers of the corporation are a commander, a senior vice commander, a junior vice commander, a chaplain, an adjutant and quartermaster, a judge advocate, an inspector, a surgeon, a historian, and any aides-de-camp provided in the constitution and bylaws.
(2) The manner of election, term of office, and duties of the officers are as provided in the constitution and bylaws.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1375.)
§ 130305. Powers
The corporation may—
(1) adopt and amend a constitution and bylaws for the management of its property and the regulation of its affairs;
(2) adopt and alter a corporate seal;
(3) make contracts;
(4) acquire, own, lease, encumber, and transfer property as necessary or convenient to carry out the purposes of the corporation;
(5) borrow money, issue instruments of indebtedness, and secure its obligations by granting security interests in its property;
(6) charge and collect membership dues; and
(7) sue and be sued.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1375.)
§ 130306. Restrictions
(a)Stock and Dividends.—The corporation may not issue stock or declare or pay a dividend.
(b)Political Activities.—The corporation or a director or officer as such may not contribute to, support, or assist a political party or candidate for public office.
(c)Distribution of Income or Assets.—The income or assets of the corporation may not inure to the benefit of, or be distributed to, a director, officer, or member except on dissolution or final liquidation of the corporation. This subsection does not prevent the payment of compensation to an officer in an amount approved by the executive committee of the corporation.
(d)Loans.—The corporation may not make a loan to a director, officer, or employee. Directors who vote for or assent to making a loan to a director, officer, or employee, and officers who participate in making the loan, are jointly and severally liable to the corporation for the amount of the loan until it is repaid.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1375.)
§ 130307. Principal office
The principal office of the corporation shall be in a place decided by the board of directors. However, the activities of the corporation are not confined to the place where the principal office is located but may be conducted throughout the States, territories, and possessions of the United States.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1376.)
§ 130308. Records and inspection
(a)Records.—The corporation shall keep—
(1) correct and complete records of account;
(2) minutes of the proceedings of its members, board of directors, and committees having any of the authority of its board of directors; and
(3) at its principal office, a record of the names and addresses of its members entitled to vote.
(b)Inspection.—A member entitled to vote, or an agent or attorney of the member, may inspect the records of the corporation for any proper purpose, at any reasonable time.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1376.)
§ 130309. Service of process
The corporation shall have a designated agent in the District of Columbia to receive service of process for the corporation. Notice to or service on the agent, or mailed to the business address of the agent, is notice to or service on the corporation.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1376.)
§ 130310. Liability for acts of officers and agents
The corporation is liable for the acts of its officers and agents acting within the scope of their authority.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1376.)
§ 130311. Distribution of assets on dissolution or final liquidation
On dissolution or final liquidation of the corporation, any assets remaining after the discharge of all liabilities shall be distributed as provided by the board of directors, but in compliance with the constitution and bylaws of the corporation.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1376.)