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local church ministries bylaws & articles of incorporation

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consultation with the Collegium and the Executive Council <strong>of</strong> the United Church <strong>of</strong> ChristBoard and after presentation <strong>of</strong> the proposed amendment, modification or deletion to theGeneral Synod <strong>of</strong> the United Church <strong>of</strong> Christ at two (2) regular meetings <strong>of</strong> the GeneralSynod.32SEVENTH: Except as otherwise provided by law, the corporation shall not be dissolvedwithout the approval <strong>of</strong> its Board <strong>of</strong> Directorsnot less than 2/3rds <strong>of</strong> all members <strong>of</strong> thecorporation, after advice and consultation with the General Synod <strong>of</strong> the United Church <strong>of</strong>Christ. In the event <strong>of</strong> such dissolution, the Board <strong>of</strong> Directors shall, after paying or makingprovision for the payment <strong>of</strong> all liabilities <strong>of</strong> the corporation, distribute or convey all <strong>of</strong> theassets <strong>of</strong> the corporation to such successor corporation organized and operated exclusivelyfor religious and charitable purposes as shall at the time qualify as an exempt organizationunder §501(c)(3) <strong>of</strong> the Internal Revenue Code <strong>of</strong> 1986, as amended (or the correspondingprovision <strong>of</strong> any future United States Internal Revenue law), and as shall be legally obligatedand empowered to own and carry out the obligations, terms, conditions and requirements <strong>of</strong>the corporation's assets, as the Board <strong>of</strong> Directors shall determine. Such successorcorporation shall be related to the United Church <strong>of</strong> Christ whenever legally permissible andappropriate, as determined by the Board <strong>of</strong> Directors.EIGHTH: Notwithstanding any provision <strong>of</strong> the Ohio Revised Code Sections 1702.01 to1702.58, inclusive,Chapter 1702 now or hereafter in force, requiring for the authorization ortaking <strong>of</strong> any action the vote or consent <strong>of</strong> all <strong>of</strong> the members or any other number <strong>of</strong> themembers greater than a majority, such action, unless otherwise expressly required by law orthese Amended Articles, may be authorized or taken by the vote or consent <strong>of</strong> a majority <strong>of</strong>the members.NINTH: These Amended Articles supersede and replace the existing Articles <strong>of</strong> thecorporation in their entirety.009660.000007 602283631.4602283631.632

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