CHAPTER 1103—JEWISH WAR VETERANS, U.S.A., NATIONAL MEMORIAL, INCORPORATED

        

§110301. Organization

(a) Federal Charter.—Jewish War Veterans, U.S.A., National Memorial, Incorporated (in this chapter, the "corporation"), is a federally chartered corporation.

(b) Place of Incorporation and Domicile.—The corporation is declared to be a nonprofit corporation incorporated and domiciled in the District of Columbia.

(c) Perpetual Existence.—Except as otherwise provided, the corporation has perpetual existence.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1369.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110301	36:911.	Sept. 2, 1958, Pub. L. 85–903, §§1, 2, 4(a), 72 Stat. 1738, 1739.
	36:912. 36:914(a).

This section is substituted for the source provisions for consistency in the revised title and to eliminate executed and unnecessary words. The text of 36:912 is omitted as executed and obsolete.

§110302. Purposes

The purposes of the corporation are—

(1) to maintain and conduct a national memorial and museum dedicated to and commemorating the service and sacrifice by Americans of the Jewish faith in the Armed Forces of the United States during the period of war;

(2) to gather, collate, edit, publish, and exhibit memorabilia, information, records, military awards, decorations, citations, and similar items, to preserve the memories and records of patriotic service performed by men and women of the Jewish faith while in the Armed Forces of the United States in time of war; and

(3) to stimulate patriotism in the minds of all Americans by encouraging the study of the military and naval history of the United States.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1369.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110302	36:913.	Sept. 2, 1958, Pub. L. 85–903, §3, 72 Stat. 1738.

Before clause (1), the word "purposes" is substituted for "principles and objects" for consistency in the revised title.

§110303. Governing body

(a) Board of Directors.—(1) The board of directors is the governing body of the corporation. Between meetings of the corporation, the board is responsible for the general policies and program of the corporation. The board is responsible for the control of all funds of the corporation.

(2) The number of directors, their manner of selection (including the filling of vacancies), and their term of office are as provided in the constitution and bylaws of the corporation. However, the board shall have at least 36 directors.

(b) Officers.—(1) The officers of the corporation are a president, one or more vice presidents as provided in the constitution and bylaws, a secretary, and a treasurer.

(2) The manner of election, term of office, and duties of the officers are as provided in the constitution and bylaws.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1369.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110303(a)(1)	36:916(c).	Sept. 2, 1958, Pub. L. 85–903, §§6, 7, 72 Stat. 1739.
110303(a)(2)	36:916(a), (b).
110303(b)	36:917.

In subsection (a)(1), the word "funds" is substituted for "finances" for consistency in the revised title.

In subsection (a)(2), the text of 36:916(a) and the word "Thereafter" are omitted as executed.

§110304. Powers

The corporation may—

(1) adopt and amend a constitution and bylaws for the management of its property and the regulation of its affairs;

(2) adopt and alter a corporate seal;

(3) make contracts;

(4) acquire, own, lease, encumber, and transfer property as necessary or convenient to carry out the purposes of the corporation;

(5) borrow money, issue instruments of indebtedness, and secure its obligations by granting security interests in its property; and

(6) sue and be sued.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1369.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110304	36:914(b)–(h).	Sept. 2, 1958, Pub. L. 85–903, §§4(b)–(h), 15, 72 Stat. 1739, 1741.
	36:925.

In this section, the text of 36:925 is omitted as executed and obsolete.

In clause (1), the word "alter" is omitted as included in "amend". The words "not inconsistent with the laws of the United States" and "said constitution and bylaws should likewise not be inconsistent with the laws of any State in which the corporation is to operate" are omitted as unnecessary.

In clause (2), the word "use" is omitted as unnecessary.

In clause (3), the words "make contracts" are substituted for "contract and be contracted with" for consistency in the revised title.

Clause (4) is substituted for "to take by lease, gift, purchase, grant, devise, or bequest from any private corporation, association, partnership, firm, or individual, and to hold any property, real, personal, or mixed, necessary or convenient for attaining the objects and carrying into effect the purposes of the corporation" and "to transfer, convey, lease, sublease, encumber, and otherwise alienate real, personal, or mixed property" for consistency in the revised title and to eliminate unnecessary words. The words "subject, however, to applicable provisions of law of any State (A) governing the amount or kind of property which may be held by, or (B) otherwise limiting or controlling the ownership of property by, a corporation operating in such State" are omitted as unnecessary.

In clause (5), the words "for the purposes of the corporation" are omitted as unnecessary. The words "issue instruments of indebtedness, and secure its obligations by granting security interests in its property" are substituted for "issue bonds therefor, and secure the same by mortgage, deed of trust, pledge, or otherwise" for consistency in the revised title. The words "subject in every case to all applicable provisions of Federal and State laws" are omitted as unnecessary.

In clause (6), the words "complain and defend in any court of competent jurisdiction" are omitted as unnecessary.

§110305. Restrictions

(a) Stock and Dividends.—The corporation may not issue stock or declare or pay a dividend.

(b) Political Activities.—The corporation or a director or officer as such may not contribute to, support, or assist a political party or candidate for public office.

(c) Distribution of Income or Assets.—The income or assets of the corporation may not inure to the benefit of, or be distributed to, a director or officer. This subsection does not prevent the payment of compensation to an officer or employee in an amount approved by the executive committee of the corporation.

(d) Loans.—The corporation may not make a loan to a director, officer, or employee. Directors who vote for or assent to making a loan to a director, officer, or employee, and officers who participate in making the loan, are jointly and severally liable to the corporation for the amount of the loan until it is repaid.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1370.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110305(a)	36:921.	Sept. 2, 1958, Pub. L. 85–903, §§8, 9, 11, 72 Stat. 1740.
110305(b)	36:919.
110305(c)	36:918(a).
110305(d)	36:918(b).

In subsection (a), the words "any shares of" are omitted as unnecessary.

In subsection (b), the word "otherwise" is omitted as unnecessary.

In subsection (c), the words "inure to the benefit of" are substituted for "inure to" for consistency in the revised title. The words "This subsection does not prevent" are substituted for "Nothing in this section, however, shall be construed to prevent" for consistency in the revised title and to eliminate unnecessary words.

§110306. Principal office

The principal office of the corporation shall be in the District of Columbia. However, the activities of the corporation are not confined to the District of Columbia but may be conducted throughout the States, territories, and possessions of the United States.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1370.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110306	36:915(a).	Sept. 2, 1958, Pub. L. 85–903, §5(a), 72 Stat. 1739.

The word "various" is omitted as unnecessary.

§110307. Records and inspection

(a) Records.—The corporation shall keep—

(1) correct and complete records of account;

(2) minutes of the proceedings of its members, board of directors, and committees having any of the authority of its board of directors; and

(3) at its principal office, a record of the names and addresses of its members entitled to vote.

(b) Inspection.—A member entitled to vote, or an agent or attorney of the member, may inspect the records of the corporation for any proper purpose, at any reasonable time.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1370.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110307	36:922.	Sept. 2, 1958, Pub. L. 85–903, §12, 72 Stat. 1740.

The word "records" is substituted for "books and records" for consistency in the revised title and with other titles of the United States Code.

§110308. Service of process

The corporation shall have a designated agent in its headquarters in the District of Columbia to receive service of process for the corporation. Notice to or service on the agent, or mailed to the headquarters of the corporation in the District of Columbia, is notice to or service on the corporation.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1370.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110308	36:915(b).	Sept. 2, 1958, Pub. L. 85–903, §5(b), 72 Stat. 1739.

The words "at all times" are omitted as unnecessary.

§110309. Liability for acts of officers and agents

The corporation is liable for the acts of its officers and agents acting within the scope of their authority.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1370.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110309	36:920.	Sept. 2, 1958, Pub. L. 85–903, §10, 72 Stat. 1740.

§110310. Distribution of assets on dissolution or final liquidation

On dissolution or final liquidation of the corporation, any assets remaining after the discharge of all liabilities shall be distributed as provided by the board of directors, but in compliance with the constitution and bylaws of the corporation. This section does not allow assets to be distributed to an officer or employee or to inure to the benefit of a private person.

(Pub. L. 105–225, Aug. 12, 1998, 112 Stat. 1370.)

Historical and Revision Notes

Revised Section	Source (U.S. Code)	Source (Statutes at Large)
110310	36:924.	Sept. 2, 1958, Pub. L. 85–903, §14, 72 Stat. 1741.

The words "dissolution or final liquidation" are substituted for "final dissolution or liquidation" for consistency in the revised title. The word "satisfaction" is omitted as included in "discharge", and the word "obligations" is omitted as included in "liabilities". The words "outstanding" and "all Federal and State laws applicable thereto" are omitted as unnecessary. The words "This section does not allow" are substituted for "Nothing in this section shall be construed so as to permit" for consistency in the revised title.