North American Bluebird Society

NORTH AMERICAN BLUEBIRD SOCIETY CONSTITUTION

(Click here for Bylaws (PDF format)

ARTICLE I – NAME

The name of this organization shall be the North American Bluebird Society, Inc.

ARTICLE II – LOCATION

The registered office of the organization is P.O. Box 43, Miamiville, OH 45147. The registered office may be changed in the manner provided by law.

ARTICLE III – PURPOSE   

The North America1 Bluebird Society is a non-profit conservation, education and research organization that promotes the recovery of bluebirds and other native cavity-nesting species.

ARTICLE IV – DURATION  

The duration of this organization shall be perpetual.

ARTICLE V – LIMITATIONS  

No part of the activities of the organization shall be participation in or intervention in any political campaign on behalf of any candidate for public office.

The organization shall not afford pecuniary gain incidentally or otherwise, to its members, and no part of the net earnings of this organization shall inure to the benefit of any private individual. The property, assets, profits and net income of this organization are irrevocably dedicated to the stated purpose of the organization, and no part of the property, assets, profits and net income shall inure to the benefit of any private individual, partnership, association, group or organization.


ARTICLE VI – POWERS  

This organization shall have only those powers which are required by law and are consistent with, the purposes enumerated in Article III above. Within those limitations, this organization may act on its own behalf or as the agent, trustee Or representative of others; acquire or receive property of every kind by any legal means; hold, manage, use and dispose of any property and the income generated by it to further any of the purposes of this organization; lease, mortgage or encumber any such property; and exercise any other powers conferred on this organization by the state of Maryland in the nonprofit organization act.

ARTICLE VII – DIRECTORS  

The management and/or direction of the business of this organization shall be vested in a board of directors. The board of directors shall consist of a minimum of five (5) officers and twelve (12) directors. The bylaws of the organization shall specify the term of office, method of selection, powers, and duties of the board of directors of the organization, and the time and place of their meetings, and such other regulations with respect to them as are consistent with the provisions of these Articles.

ARTICLE VIII – MEMBERSHIP  

Membership shall be open to all interested persons upon payment of their annual dues. All members shall be permitted to vote for the board of directors at the regular Annual Meeting.

ARTICLE IX – PERSONAL LIABILITY

The members, officers and directors of the organization shall have no personal liability for corporate obligations.

ARTICLE X INDEMNIFICATION

The organization shall indemnify its members, directors, officers and agents to the full extent permitted by applicable Maryland law.

ARTICLE XI – CAPITAL STOCK

The organization shall have members but not capital stock.

ARTICLE XII – DISSOLUTION  

Upon dissolution, the assets remaining shall be donated to such corporation(s), association(s), fund(s), or foundation(s) having similar purposes as this organization as the board of directors may designate, provided that such recipients are organized and operating within the rules set forth in section 501(c)(3) of the U S Internal Revenue Code.

ARTICLE XIII – AMENDMENTS  

These Articles of Incorporation may be amended from time to time in the manner provided by law.

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Copyright © 2008 North American Bluebird Society, Inc.
Last modified: 11/17/09