| 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
- 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.
- To sponsor and encourage scientific meetings, and to promote
discussion and interchange of information through meetings,
publication of a newsletter, and dialog among members.
- To encourage scientific publication of clinical and research
papers on comparative gastroenterology.
- 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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