Collapse to view only § 140511. Distribution of assets on dissolution or final liquidation
- § 140501. Organization
- § 140502. Principles and purposes
- § 140503. Membership
- § 140504. Governing body
- § 140505. Powers
- § 140506. Restrictions
- § 140507. Principal office
- § 140508. Records and inspection
- § 140509. Liability for acts of officers and agents
- § 140510. Service of process
- § 140511. Distribution of assets on dissolution or final liquidation
§ 140501. Organization
(a)Federal Charter.—Military Order of the Purple Heart 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.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1381.)
§ 140502. Principles and purposes
(a)Principles.—The principles underlying the corporation are patriotic allegiance to the United States, 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 educational, fraternal, historical, and patriotic, perpetuating the principles of liberty and justice which have created the United States, by—
(1) commemorating all national patriotic holidays;
(2) maintaining true allegiance to the Government of the United States and fidelity to its Constitution and laws;
(3) preserving and strengthening comradeship and patriotism among its members;
(4) assisting, comforting, and aiding all needy and distressed members and their dependents;
(5) giving needed hospital and service work through its Department of Veterans Affairs certified service officers;
(6) cooperating with other civic and patriotic organizations having worthy objectives;
(7) keeping alive the achievements and memory of our country’s founders;
(8) ever cherishing the memory of General George Washington, who founded the Purple Heart at his headquarters at Newburgh-on-the-Hudson on August 7, 1782;
(9) influencing and teaching our citizenry, in a loyal appreciation of the heritages of American citizenship, with its responsibilities and privileges; and
(10) preserving and defending the United States from all enemies.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1381.)
§ 140503. Membership
(a)Active Members.—An individual is eligible for active membership in the corporation if the individual—
(1) is of good moral character; and
(2) has received the Purple Heart for wounds received as a member, of any rank, of the Armed Forces of the United States or any foreign country during military or naval combat against an armed enemy of the United States.
(b)Associate Members.—The corporation may extend eligibility for membership as associate members to the parents, spouse, siblings, 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 described in subsection (a) of this section 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. 1382; Pub. L. 110–207, § 2, Apr. 30, 2008, 122 Stat. 719.)
§ 140504. 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 18 directors.
(b)Officers.—
(1) The officers of the corporation are a commander, a senior vice commander, a chaplain, an adjutant, a finance officer, a judge advocate, an inspector, a surgeon, a historian, and other elected officers as 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. 1382.)
§ 140505. 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. 1382.)
§ 140506. 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. 1383.)
§ 140507. Principal office
The principal office of the corporation shall be in the District of Columbia or another place decided by the national executive board. 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. 1383.)
§ 140508. 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. 1383.)
§ 140509. 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. 1383.)
§ 140510. 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. 1384.)
§ 140511. 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. 1384.)