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VERMONT ARCHAEOLOGICAL SOCIETY, INC.
Policy and Procedures
Notebook
Articles of Association (Incorporation)
ARTICLES OF AMENDMENT
of
VERMONT ARCHAEOLOGICAL SOCIETY, INC.
a corporation organized and existing under the laws of the State of Vermont,
and having its registered office at Burlington in the county of Chittenden
in said state, did hold a meeting of the shareholders of said corporation
duly called for such purpose on the __________ day of __________, 19 ___,
did vote to amend its Articles of Association as follows: The Articles
of Association of the VERMONT ARCHAEOLOGICAL SOCIETY, INC. are hereby repealed
and amended to read that the Subscribers associate themselves together
as a corporation for the purposes of: (amend as follows, to wit:)
FIRST: The Society is formed exclusively for scientific
and educational purposes within the meaning of section 501 (c) (3) of the
Internal Revenue Code of 1954 (or the corresponding provision of any future
United States Internal Revenue Law). More particularly, the objects
of the Society shall be to stimulate the study of archaeology, particularly
in Vermont; to promote research; to conserve archaeological sites, data,
and artifacts and prevent the commercial exploitation of archaeological
sites and specimens; to disseminate archaeological information; to seek,
through education, the promotion of intelligent archaeological activity,
and to foster public understanding of the aims of archaeological research.
SECOND: The Society may publish papers and reports to be
made available to the public on a non-discriminatory basis and affiliate
with or cooperate with similar types of organizations and pursue ot carry
out any activities, functions or endeavors, but only in furtherance of
the scientific and educational purposes specified in Article FIRST
of these Articles of Association.
THIRD: The Society may receive and accept property, whether
real, personal or mixed, by way of gift, grant, bequest or devise from
any person, firm, trust or corporation, to be held, administered, and disposed
of in furtherance of the scientific and educational purposes specified
in Articles FIRST of these Articles of Association; but no gift,
bequest or devise of any such property shall be received and accepted if
it be conditioned or limited in such manner as shall require the disposition
of the income or its principal to any person or organization other than
one organized exclusively for charitable, educational, religious or scientific
purposes as shall at the time qualify as an exempt person or organization
under section 501 (c) (3) of the Internal Revenue Code of 1954 (or the
corresponding provision of any future United States Internal Revenue Law),
or as shall, in the opinion of the Society, jeopardize the Federal income
tax exemption of this Society pursuant to said I.R.C. Section (c) (3),
as now in force or afterwards amended.
FOURTH: The Society may buy, sell, lease, convey, exchange,
borrow on, mortgage, pledge or in any other way deal with any personal,
mixed, or real property, whether subject to any mortgage or pledge, at
public auction or by private contract, for such consideration and on such
terms as to credit or otherwise as the Society considers advisable, including
the assumption of any mortgage or pledge on or of such property; but only
in furtherance of the scientific and educational purposes specified in
Article FIRST of these Articles of Association.
FIFTH: The Society shall be a non-profit corporation.
No part of the net earnings of the corporation shall inure to the benefit
of or be distributable to its members, trustees, officers, or other private
persons, except that the corporation shall be authorized and empowered
to pay reasonable compensation for services rendered and to make payments
and distributions in furtherance of the purposes set forth in Article FIRST
hereof. No substantial part of the activities of the corporation
shall be the carrying on of propaganda, or otherwise attempting to influence
legislation, and the corporation shall not participate or intervene in
(including the publishing or distribution of statements) any political
campaign on behalf of any candidate for public office. Notwithstanding
any other provision of these articles, the corporation shall not carry
on any other activities not permitted to be carried on (a) by a corporation
exempt from Federal income tax under section 501 (c) (3) of the Internal
Revenue Code of 1954 (or the corresponding provisions of any future United
States Internal Revenue Law) or (b) by a corporation, contributions to
which are deductible under section 170 (c) (2) of the Internal Revenue
Code of 1954 (or the corresponding provision of any future United States
Internal Revenue Law).
SIXTH: Upon the dissolution of the corporation, after paying
or making provision for the payment of all of the liabilities of the corporation,
disposition of all of the assets of the corporation shall be exclusively
for the aforementioned purposes of the corporation, or to such organization
or organizations organized and operated exclusively for charitable, educational,
religious, or scientific purposes as shall at the time qualify as an exempt
organization or organizations under section 501 (c) (3) of the Internal
Revenue Code of 1954. (or the corresponding provision of any future
United States Internal Revenue Law). Any of such assets not so disposed
of shall be disposed of by the Court of Common Pleas of the County in which
the principal office of the corporation is then located, exclusively for
such purposes or to such organization or organizations as said Court shall
determine, which are organized and operated exclusively for such purposes.
At the time of the holding of the meeting, there were no shares outstanding
and none entitled to vote (if the shares of any class are entitled to vote
as a class, designate below the class and number of outstanding shares).
None
The number of shares voting for and against such amendment were (if
the shares of any class are entitled to vote as a class, designate below
the class and number of outstanding shares): None
Dated at Burlington in the County of Chittenden this 6th day of June,
1972.
/s/ H. N. Muller, III
President or Vice-president
H. N. Muller, III
/s/Inez Harlow
Secretary
Inez Harlow

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