Collapse to view only § 153701. Organization
- § 153701. Organization
- § 153702. Purposes
- § 153703. Membership
- § 153704. Governing body
- § 153705. Powers
- § 153706. Exclusive right to name, seals, emblems, and badges
- § 153707. Restrictions
- § 153708. Principal office
- § 153709. Records and inspection
- § 153710. Service of process
- § 153711. Liability for acts of officers and agents
- § 153712. Annual report
- § 153713. Distribution of assets on dissolution or final liquidation
§ 153701. Organization
(a)Federal Charter.—National Woman’s Relief Corps, Auxiliary to the Grand Army of the Republic (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. 1428.)
§ 153702. Purposes
The purposes of the corporation are—
(1) to perpetuate the memory of the Grand Army of the Republic, as the National Woman’s Relief Corps is its auxiliary and was organized at its request in 1883, and of the men who saved the Union in 1861 to 1865;
(2) to assist in every practicable way in preserving, and making available for research, documents and records pertaining to the Grand Army of the Republic and its members;
(3) to cooperate in doing honor to all those who have served our country patriotically in any war;
(4) to teach patriotism, the duties of citizenship, the true history of our country, and the love and honor of our flag;
(5) to oppose every tendency or movement that would weaken loyalty to, destroy, or impair our constitutional Union; and
(6) to inculcate and broadly sustain the American principles of representative government, equal rights, and impartial justice for all.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1428.)
§ 153703. Membership
Except as provided in this chapter, eligibility for membership in the corporation and the rights, privileges, and designation of classes of members are as provided in the constitution and bylaws of the corporation. Eligibility for membership is limited to—
(1) women who are the wives, mothers, daughters, and sisters of Union soldiers, sailors, and marines; and
(2) other loyal women who have not given aid or comfort to the enemies of the United States of America.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1428.)
§ 153704. Governing body
(a)National Convention.—
(1) The national convention is the supreme governing authority of the corporation.
(2) The national convention is composed of officers and elected representatives from the States as provided by the regulations of the corporation. However, the form of government of the corporation must be representative of the membership at large and may not permit concentration of control in a limited number of members or in a self-perpetuating group not representative of the membership at large.
(3) The meetings of the national convention may be held in the District of Columbia or in any State.
(4) During the intervals between the convention, the executive officers are the governing board of the corporation and are responsible for the general policies, program, and activities of the corporation.
(b)Council of Administration.—The council of administration of the corporation shall consist of at least 7 members elected in the manner and for the term provided in the constitution and bylaws of the corporation.
(c)Officers.—
(1) The officers of the corporation are a national president, senior vice national president, junior vice national president, secretary, treasurer, and other officers as provided in the constitution and bylaws. One individual may hold the offices of secretary and treasurer.
(2) The titles, 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. 1428.)
§ 153705. 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) choose officers as the corporation requires;
(4) make contracts;
(5) acquire, own, lease, encumber, and transfer property as necessary or convenient to carry out the purposes of the corporation; and
(6) sue and be sued.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1429.)
§ 153706. Exclusive right to name, seals, emblems, and badges
The corporation and its subordinate corps have the exclusive right to use the name “National Woman’s Relief Corps, Auxiliary to the Grand Army of the Republic”. The corporation has the exclusive right to use and to allow others to use seals, emblems, and badges the corporation adopts.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1429.)
§ 153707. Restrictions
(a)Stock and Dividends.—The corporation may not issue stock or declare or pay a dividend.
(b)Political Activities.—The corporation or an officer or agent 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, an officer or member during the life of the corporation or on its dissolution or final liquidation. This subsection does not prevent the payment of reasonable compensation to an officer or reimbursement for actual necessary expenses in amounts approved by the council of administration of the corporation.
(d)Loans.—The corporation may not make a loan or advance to an officer or member of the corporation. Members of the council of administration who vote for or assent to making a loan or advance to an officer or member, and officers who participate in making the loan or advance, are jointly and severally liable to the corporation for the amount of the loan or advance until it is repaid.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1429.)
§ 153708. Principal office
The principal office of the corporation shall be in Springfield, Illinois. However, the activities of the corporation are not confined to Springfield but may be conducted throughout the States of the United States and the District of Columbia.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1429.)
§ 153709. Records and inspection
(a)Records.—The corporation shall keep—
(1) correct and complete records of account; and
(2) minutes of the proceedings of its national convention.
(b)Inspection.—A member, 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. 1430.)
§ 153710. Service of process
The corporation shall have a designated agent in the District of Columbia to receive service of process, notice, or demand for the corporation. Designation of the agent shall be filed in the office of the Mayor of the District of Columbia or another office designated by the Mayor. Notice to or service on the agent is notice to or service on the corporation.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1430.)
§ 153711. 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. 1430.)
§ 153712. Annual report
Not later than 6 months after the end of each fiscal year, the corporation shall submit a report to Congress on the activities of the corporation during the prior fiscal year. The report may consist of a report on the proceedings of the national convention during that fiscal year. The report may not be printed as a public document.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1430.)
§ 153713. Distribution of assets on dissolution or final liquidation
On dissolution or final liquidation of the corporation, its assets shall be distributed as follows:
(1) All liabilities shall be paid and discharged, or adequate provision for payment and discharge shall be made.
(2) Assets held on condition requiring return or transfer on dissolution of the corporation shall be returned or transferred as required by the condition.
(3) Assets received and held subject to a limitation permitting use only for charitable, religious, benevolent, educational, or similar purposes, but not held on a condition requiring return or transfer on dissolution of the corporation, shall be transferred to one or more appropriate domestic or foreign corporations, societies, or organizations under a plan of distribution adopted as provided in this chapter.
(4) Other assets shall be distributed as provided by the articles of incorporation or bylaws to the extent that the articles or bylaws provide the distributive rights of members, or any class of members, or provide for distribution to others.
(5) Any remaining assets may be distributed to persons, societies, organizations, or domestic or foreign corporations engaged in activities not for profit, as provided in a plan of distribution adopted by the council of administration of the corporation and in compliance with the constitution and bylaws of the corporation.
(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1430.)