Member Directory - New Jersey State Bar Association

NEW JERSEY STATE BAR FOUNDATION
CERTIFICATE OF INCORPORATION
1. Name of Organization. The name by which this Corporation
shall be known is and shall be “New Jersey State Bar
Foundation.”
(v)
The maintenance and/or operation of research,
including a law library, and educational facilities
relating to the foregoing.
2. Location and Agent for Service.
(a) The location of the principal office in this State is One
Constitution Square, New Brunswick, Middlesex County,
New Jersey 08901.
(b) The name of the Agent therein upon whom process against
this Corporation may be served is the Executive Director,
New Jersey State Bar Foundation, One Constitution Square,
New Brunswick, New Jersey 08901.
3. Purposes and Powers. The purposes for which this Corporation
is formed and the powers with which it is endowed are as follows:
(a) To apply its income, or any part thereof, and if the corporation
so decides, all or any part of its principal exclusively to
the use of and for the benefit of the New Jersey State Bar
Association for charitable, scientific, literary or educational
purposes, or to any other corporation, trust, fund or foundation
whose purposes and operations are exclusively charitable,
scientific, literary or educational, within the meaning of
Section 170(c)(2) of the Internal Revenue Code of 1954, as
amended, and which have purposes or functions closely
related to the purpose and function of the New Jersey State
Bar Association, including but not limited to the following:
(i) The fostering and maintenance of the honor and
integrity of the profession of law;
(ii) The improvement and facilitation of the administration
of justice;
(iii) The promotion of the study of the law and research
therein, the diffusion of knowledge thereof, and the
continuing education of lawyers and persons involved
in the administration or application of law;
(iv) The causing to be published and the distribution of
addresses, reports, treatises and other literary works on
subjects involving the profession of law, the administration
of justice, the study of law and research, the continuation
of education of lawyers and persons involved
in the administration or application of law, and other
matters touching on or related to such subjects; and
(b) In furtherance of its charitable purpose as set forth above,
the Foundation shall have all powers available to a non-profit
corporation under New Jersey law as set forth in N.J.S.A. §
15A:3-1 to the extent that such powers are not inconsistent
with the Foundation’s status as an organization exempt from
taxation under Section 501(c)(3) of the Internal Revenue
Code of 1954, as amended, including without limitation the
power to solicit contributions and otherwise raise funds
necessary or convenient for the carrying out of its purposes
as set forth above.
(c) Any and all trustees, officers and employees of the
Foundation shall be entitled to indemnification for acts
undertaken on behalf of the Foundation and in furtherance
of his or her duties as a Trustee, Officer or employee of the
Foundation in accordance with N.J.S.A. § 15A:3-4.
4. Prohibited Activities. No part of the activities of the Foundation
shall be carrying on propaganda, or otherwise attempting to
influence legislation, or participating in, or intervening in
(including the publication or distribution of statements), any
political campaign on behalf of any candidate for public office.
5. Non-Membership Organization. This Corporation shall be
organized and operated as a non-membership corporation.
6. Board of Trustees. The Corporation shall be governed by a
Board of Trustees which shall number no less than nine (9) nor
more than twenty-three (23). The method of electing Board of
Trustees is set forth and provided in the bylaws.
7. Dissolution. Upon the dissolution of the corporation, or the
winding up of its affairs, whether voluntary or involuntary, the
assets of the corporation, after all debts have been paid, shall
be distributed, transferred, conveyed, delivered and paid over,
in such amounts as the Board of Trustees may determine, or as
may be determined by a court of competent jurisdiction upon
application of the Board of Trustees, exclusively to charitable,
religious, scientific, literary or educational organizations
which would then qualify under the provisions of Section
501(c)(3) of the Internal Revenue Code, or any subsequently
enacted Federal Internal Revenue Law.
SEPTEMBER 1989
54 DIRECTORY 2010–2011 | NEW JERSEY STATE BAR ASSOCIATION WWW. NJSBA.COM