Articles of Incorporation of Wisconsin Alumni Association, Inc.
The undersigned adult resident of the State of Wisconsin, acting as incorporator of a non-stock, non-profit corporation under Chapter 181 of the Wisconsin Statutes, does hereby adopt the following Articles of Incorporation.
Article II - Principal Office
The principal office of the corporation is located in the City of Madison, County of Dane, State of Wisconsin, and the name and address of its initial registered agent is Executive Director, 650 North Lake Street, Madison, Wisconsin 53706.
Article III - Purposes
The corporation is organized and shall operate exclusively for educational and charitable purposes. Its purposes shall be to promote the welfare and to advance the objectives of the University of Wisconsin, and to encourage the interest of the alumni in such University. In the fulfillment of such purposes it may exercise any and all powers of a corporation organized under Chapter 181 of the Wisconsin Statutes.
The corporation shall operate principally within the State of Wisconsin and shall use the assets and properties acquired by it from time to time, as well as its net income, exclusively for the purposes of its organization. In its operations, the corporation shall consult and work in close cooperation with appropriate officials of the University of Wisconsin. No part of the net earnings of the corporation or any of its assets in liquidation shall inure to or for the benefit of any member; provided, however, that this provision shall not preclude the employment of any member upon the same general terms and conditions as non-members.
No substantial part of the activities of the corporation shall ever consist of carrying on propaganda, or otherwise attempting to influence legislation or participate in any political campaign on behalf of any candidate for public office.
The corporation shall never engage in any activities which are unlawful under the laws of the United States of America or of the State of Wisconsin nor shall it ever engage in any transaction or transactions defined at the time as "prohibited" by the Internal Revenue Code to corporations having purposes similar to the purposes of this corporation.
The corporation shall operate principally within the State of Wisconsin and shall use the assets and properties acquired by it from time to time, as well as its net income, exclusively for the purposes of its organization. In its operations, the corporation shall consult and work in close cooperation with appropriate officials of the University of Wisconsin. No part of the net earnings of the corporation or any of its assets in liquidation shall inure to or for the benefit of any member; provided, however, that this provision shall not preclude the employment of any member upon the same general terms and conditions as non-members.
No substantial part of the activities of the corporation shall ever consist of carrying on propaganda, or otherwise attempting to influence legislation or participate in any political campaign on behalf of any candidate for public office.
The corporation shall never engage in any activities which are unlawful under the laws of the United States of America or of the State of Wisconsin nor shall it ever engage in any transaction or transactions defined at the time as "prohibited" by the Internal Revenue Code to corporations having purposes similar to the purposes of this corporation.
Article IV - Dissolution
In the event of dissolution of the corporation, all of its assets and net income, current and accumulated, remaining after the payment of its just debts, obligations and claims shall be transferred to its successor organization, provided the purpose of said successor organization is also exclusively educational and charitable and provided that said successor organization is exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1954, as amended; otherwise said assets shall be transferred to and become the property of the University of Wisconsin.
Article V - Members
Any graduate or former student of the University of Wisconsin or any person who expresses an interest in the University, may become a member on payment of membership dues as the amount of these dues shall be fixed by the Board of Directors from time to time; provided that members shall have no right to vote on any matters involving the affairs of the corporation.
Members who are not in arrears for dues to the corporation shall be considered active members, and entitled to receive the official publications of the Association. Only active members may be elected to the Board of Directors and as officers of the corporation.
The bylaws may provide for other classes of members.
Members who are not in arrears for dues to the corporation shall be considered active members, and entitled to receive the official publications of the Association. Only active members may be elected to the Board of Directors and as officers of the corporation.
The bylaws may provide for other classes of members.
Article VI - Directors
The number of directors constituting the initial Board of Directors shall be 30.
Hereafter the number of directors shall be such number, not less than thirty, as shall be prescribed from time to time by the bylaws. Directors shall have such qualifications, shall serve for such terms and shall be elected in such manner as shall be prescribed in the bylaws.
Hereafter the number of directors shall be such number, not less than thirty, as shall be prescribed from time to time by the bylaws. Directors shall have such qualifications, shall serve for such terms and shall be elected in such manner as shall be prescribed in the bylaws.
Article VII - Powers and Duties of the Board of Directors
The Board of Directors shall:
(1) Manage and direct the operations and affairs of the corporation.
(2) Nominate alumni representatives to serve on the Athletic Board, the Board of Visitors, and appoint representatives to the Union Council.
(3) Elect members to, and fill vacancies on, the Board of Directors.
(4) Adopt such rules, regulations, and bylaws as it may deem necessary to carry into effect purposes and objectives of the corporation.
(1) Manage and direct the operations and affairs of the corporation.
(2) Nominate alumni representatives to serve on the Athletic Board, the Board of Visitors, and appoint representatives to the Union Council.
(3) Elect members to, and fill vacancies on, the Board of Directors.
(4) Adopt such rules, regulations, and bylaws as it may deem necessary to carry into effect purposes and objectives of the corporation.
Article VIII - Incorporation
The incorporator forming this corporation is:
Executive Director
Wisconsin Alumni Association
650 North Lake Street
Madison, WI 53706
Executive Director
Wisconsin Alumni Association
650 North Lake Street
Madison, WI 53706
Article IX - Amendments
These Articles of Incorporation may be amended by the Board of Directors by a two-thirds favorable vote of those present at a special or regular meeting. Copies of proposed amendments shall be sent to all Directors and published in the alumni magazine at least thirty days prior to the meeting at which such amendments are to be voted upon by the Board of Directors.
Filed June 15, 1971
Effective September 1, 1971
Filed June 15, 1971
Effective September 1, 1971
