CENTRAL OHIOANS FOR PEACE CONSTITUTION
SECTION 1. NAME. The name of the Corporation shall be Central Ohioans for Peace, Inc.
SECTION 2. PRINCIPAL OFFICE. The Principal Office of the Central Ohioans for Peace, Inc. shall be at such place in Franklin County, State of Ohio, as may be designated from time to time by the Board of Directors of Central Ohioans for Peace, Inc.
SECTION 1. THE PURPOSE. The Purpose of Central Ohioans for Peace, Inc. is to bring people together to promote and support education for and use of nonviolent methods to build and sustain a peaceful world.
SECTION 2. EARNINGS. No part of the net earnings of Central Ohioans for Peace, Inc. shall inure to the benefit of or be distributable to its Members, Board of Directors, Officers, or other private persons. No substantial part of the activities of Central Ohioans for Peace, Inc. shall involve attempting to influence legislation, and Central Ohioans for Peace, Inc. shall not endorse or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Not withstanding any other provision of these, Central Ohioans for Peace, Inc. 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 1986 (or the corresponding provision of any future United States Internal Revenue law) or (b) by a Corporation to which contributions are deductible under 170(c)(2) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law). All property acquired by Central Ohioans for Peace, Inc. by purchase, gift, or otherwise shall be the absolute property of Central Ohioans for Peace, Inc., unless at the time of acquiring such property it is specified otherwise in writing.
SECTION 3. DISSOLUTION. Upon the dissolution of Central Ohioans for Peace, Inc., the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of Central Ohioans for Peace, Inc., dispose of all of the assets of Central Ohioans for Peace, Inc. exclusively for the purposes of Central Ohioans for Peace, Inc. in such manner or to such organization or organizations organized and operated as qualifying exempt organization or organizations under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law) as the Board of Directors shall determine. Any 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 Central Ohioans for Peace, Inc. 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.
SECTION 1. VOTING MEMBERS. Individuals who share the purposes of Central Ohioans for Peace, Inc. may become Voting Members upon payment of Annual Dues as determined by the Board of Directors. A record shall be maintained of Members containing the name and contact information of each Member and the date of admission to Membership.
SECTION 2. ASSOCIATE MEMBERS. Associate Members are known as "Friends of Central Ohioans for Peace, Inc.," and are individuals who share the purposes of the Corporation. Associate Members are welcome to participate in all the activities of Central Ohioans for Peace, Inc., but may not vote on issues brought before the Voting Members.
SECTION 1. OFFICERS AND BOARD OF DIRECTORS. There shall be a Board of Directors, composed of at least Six (6) Voting Members of Central Ohioans for Peace, Inc. The Members of the Board of Directors shall be the Officers of the Corporation, comprised of the President, Vice President, Secretary, Treasurer, and others as described in the By-Laws. The President of Central Ohioans for Peace, Inc. shall serve as the Chair of the Board of Directors. The Board of Directors shall meet regularly at least one time per month. Additional meetings may be called by the President or by Three (3) Members of the Board of Directors. All Officers and Members of the Board of Directors serve without remuneration.
SECTION 2. ELECTION. The Officers and Members of the Board of Directors shall be elected once each year at the Annual Meeting by the Voting Members of Central Ohioans for Peace, Inc. Only Voting Members may be Nominated as Candidates, and only Nominated Candidates shall be eligible for election as Officers and Members of the Board of Directors. At all elections of Officers and Members of the Board of Directors, the Candidates receiving the greatest number of votes shall be elected.
SECTION 3. TERM OF OFFICE. Officers and Members of the Board of Directors of Central Ohioans for Peace, Inc. shall serve for a One-Year term. They are eligible for election to successive terms. In case of resignation or other vacancy, the Officers and Members of the Board of Directors of Central Ohioans for Peace, Inc. shall appoint a Voting Member to serve the unexpired term. Any Officer and Member of the Board of Directors may be removed by the Voting Members at a Special Meeting called for this purpose.
SECTION 1. THE ANNUAL MEETING. The Annual Meeting of Central Ohioans for Peace, Inc. shall be held once each year as determined by the Board of Directors. Voting Members shall receive at least Ten (10) Days notice of the date and purpose of the Annual Meeting. Robert's Rules of Order shall be used to make decisions at this Meeting.
SECTION 2. THE SPECIAL MEETING. The Special Meeting of Central Ohioans for Peace, Inc. shall be called outside the Regular or Annual Meeting to deal with specific serious issues affecting Central Ohioans for Peace, Inc., including but not limited to changes to the Constitution or By-Laws or Malfeasance on the part of any Member. A Special Meeting of Central Ohioans for Peace, Inc. may be called by the President, by a Majority of the Officers and Members of the Board of Directors, or by Twenty-Five Percent (25%) of the Voting Members. Voting Members shall receive at least Ten (10) Days notice of the date and purpose of the Special Meeting. Robert's Rules of Order shall be used to make decisions at this Meeting.
SECTION 3. THE REGULAR MEETING. Central Ohioans for Peace, Inc. shall meet on a regular basis to fulfill the Purpose of the Corporation as set out in Article II, Section 1 above. Decisions at this Meeting shall be made by consensus of the Voting Members present.
SECTION 4. QUORUM. Quorum is required for the authorization of or taking of any action by the Voting Members or Officers and Members of the Board of Directors of Central Ohioans for Peace, Inc. Quorum for any Meeting of the Voting Members (including the Annual Meeting, Special Meeting, and Regular Meeting) is constituted by those Voting Members present in person (or by written vote or proxy). Quorum for any Meeting of the Officers and Members of the Board of Directors is constituted when a majority of the Officers and Members of the Board of Directors are present in person (or by written vote or proxy).
SECTION 5. ROBERT'S RULES OF ORDER. The business of Central Ohioans for Peace, Inc. and its Board of Directors shall be conducted using Robert's Rules of Order, unless otherwise specified.
This Constitution shall be adopted by a vote of Two-Thirds of the Voting Members present at a Special Meeting called for that purpose (or if permitted, by mail or by written proxy), notice of which shall be given at least Ten (10) Days prior to such meeting. This Constitution may be amended, repealed, or supplemented, or a new Constitution may be adopted by vote of Two-Thirds of the Voting Members present at a Special Meeting called for that purpose, notice of which shall be given at least Ten (10) Days prior to such Meeting.
Original Constitution adopted December 1, 2003
Revised Constitution adopted November 8, 2004
Copyright © 2010 Central Ohioans For Peace. All Rights Reserved.
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