Articles of Inc.

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Article I - Name

Article II - Incorporation

Article III - Objectives
Section 1: Purpose
Section 2: Objectives

Article IV - Powers
Section 1
Section 2
Section 3
Section 4
Section 5

Article V - Membership
Section 1
Section 2
Section 3

Article VI - Quorum

Article VII - Amendments
Section 1
Section 2
Section 3

Article I - Name

The name of this corporation is the Comparative Gastroenterology Society, Inc., hereinafter also referred to as the "Society."

 

Article II - Incorporation

The Comparative Gastroenterology Society is incorporated under the laws of the State of Illinois as a not-for-profit educational organization.

 

Article III - Objectives

The purpose and objectives of this organization shall be:

Section 1: Purpose - To encourage professional improvement and the interchange of knowledge and ideas among those persons interested in comparative gastroenterology.

Section 2: Objectives

  1. To foster the development and application of the science and art of comparative gastroenterology by providing leadership in all aspects of this field, including patient care, teaching, and research.
  2. To sponsor and encourage scientific meetings, and to promote discussion and interchange of information through meetings, publication of a newsletter, and dialog among members.
  3. To encourage scientific publication of clinical and research papers on comparative gastroenterology.
  4. To encourage scientific research in fields relating to gastroenterology, including acquiring funds for and administering small research and travel grants to persons undergoing training in comparative gastroenterology.

 

Article IV - Powers

Section 1: Acting through the Officers and Directors (collectively called the "Governing Board" or "Board"), subject to the powers and restrictions of its certificate of incorporation and its By-laws, the Comparative Gastroenterology Society is empowered to do all and only such as are necessary or convenient to the objectives and purposes herein set forth; and to the same extent and as fully as any natural person might or could do, to enter into, make, perform, or carry out contracts with any firm, person, corporation, or association except purchasing, leasing, holding, selling, mortgaging, or otherwise acquiring or disposing of real or personal property; and to do any acts necessary or expedient for carrying on any or all of the objectives or purposes of the corporation not forbidden by the certificate of incorporation, or its By-laws, or by the laws of the State of Illinois.

Section 2: The private property of the members shall not be subject to the payment of corporate debts to any extent whatsoever.

Section 3: The organization shall have no capital stock and is not organized for profit.

Section 4: The Comparative Gastroenterology Society shall vest its general management in the Governing Board for the formulation of policy, and in the Officers for the execution of policy.

Section 5: The existence of this Corporation is to be perpetual.

 

Article V - Membership

Section 1: The Society shall have four categories of membership: full, affiliate, training, and honorary. Affiliate, training, and honorary members shall enjoy all the privileges of membership in the Society except the rights to hold office, vote, or sponsor a Society research grant recipient.

Section 2: Membership shall be obtained by application to the Secretary-Treasurer of the Society and payment of any necessary dues as outlined in the By-Laws. Membership must be renewed annually.

Section 3: The conditions of membership shall be as stated in the By-laws of the Corporation.

 

Article VI - Quorum

A quorum for purposes of proposing amendments to the Articles of Incorporation or By-laws, expulsions of members, or other business shall consist of at least 20% of the Full Members. Election of Officers and Directors shall be held by mail ballot, and a majority of the Full Members shall have voted to constitute a valid election.

 

Article VII - Amendments

Section 1: Amendments to the Articles of Incorporation may be proposed at any annual meeting of the Society. Every proposed amendment shall be submitted to the Governing Board at least ninety days before the annual meeting, over the signature of at least five Full Members, for consideration and recommendation by the Board before submission of the amendment to the Full Members. Notice of any such proposed amendment, together with the Board’s recommendation, shall be mailed to each Full Member of the society at least sixty days before the annual meeting.

Section 2: Balloting shall be by mail, with a return date specified.

Section 3: An affirmative vote of two-thirds of the Full Members shall be required for the adoption of an amendment.

 

The Comparative Gastroenterology Society was organized and constituted April 13, 1970, at Denver, Colorado.

  • This organizing committee consisted of:
    K.P. Altera
    N.V. Anderson
    C.E. Cornelius
    M.A. Custer
    W.F. Jackson
  • These articles of Incorporation and By-laws were revised and approved by the Society membership on July 1, 1995. The constitutional review committee consisted of:
    Donna S. Dimski
    David A. Williams
    Dorothy P. Laflamme
    Alfred M. Merritt
 

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