THE WALLINGFORD HISTORICAL SOCIETY, INCORPORATED

CONSTITUTION

Adopted November 2, 1916

Revised & Updated October 16, 1985

 

ARTICLE I

The name of said corporation shall be THE WALLINGFORD HISTORICAL SOCIETY, INCORPORATED.

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ARTICLE II

Said corporation is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt 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.)

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ARTICLE III

Said corporation is located in the town of Wallingford, county of New Haven, and State of Connecticut.

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ARTICLE IV

No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or 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 II 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 in, or intervene in (including the publishing or distributions 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 corresponding provision of any future Untied States 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).

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ARTICLE V

Upon the dissolution of the corporation, the Board of Trustees shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all assets of the corporation exclusively for the purposes of the corporation in such manner 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 sections 501 (c)(3) of the Internal ‘Revenue Code of 1954 (or corresponding provision of any future United States Internal ‘Revenue Law), as the Board of ‘Trustees shall determine.  Any such assets not so 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.

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ARTICLE VI

Any person interested in the object of the Society may become a member in the manner provided by the By-Laws.

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ARTICLE VII

The officers of this Society shall be President and three (3) Vice Presidents, a Treasurer, a Recording Secretary, Corresponding Secretary and a Financial Secretary, to be elected annually and to hold office for one (1) year and until their successors are elected.

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ARTICLE VIII

There shall be nine (9) Directors elected at the annual meeting whose term of office shall be three (3) years except that at the election in the year 1916 they shall be divided into three (3) classes, three (3) in each class, whose term of office shall be one (1), two (2), and (3) years respectively but upon the expiration of their term of office the provision as to the three (3) years shall take effect. The elected officers, together with the Directors, shall form a Council, the Council acting under the By-Laws shall have power to conduct the business and affairs of the Society.

The out-going President shall upon retirement become a member of the Council for one (1) year.

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ARTICLE  IX

This Constitution may be amended by a majority vote of the members present at any annual meeting of the Society, notice having been given in the call of the meeting.

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