§ 1404 — Christian associations

§ 1404. Christian associations.\n (a) Certificate of incorporation; additional contents.\n In addition to the requirements of section 402, the certificate of\nincorporation of a Young Men's or a Young Women's Christian Association\nshall state the qualifications of active membership; and may name, in\naddition to the directors, six trustees and shall divide such trustees\ninto three classes to hold office for one, two and three years\nrespectively, or until their successors are elected by the board of\ndirectors.\n (b) Type of corporation.\n A christian association is a charitable corporation under this\nchapter.\n (c) Directors and trustees.\n (1) The trustees of a corporation organized for the purposes of a\nyoung men's christian association or a young women's christian\nassociation, with the president of the corporation shall be a board of\ntrustees thereof, and hold and control the real property of the\ncorporation and all gifts and bequests of money to be held in trust.\nThey or the directors if there is no board of trustees shall pay the\nincome of such property to the treasurer of the corporation so long as\nthe income shall be expended by the directors thereof for the purposes\nfor which the corporation was formed. Such association may, by amendment\nto its certificate of incorporation, in the manner provided by law,\neliminate its board of trustees, in which case the real property, gifts,\nbequests and other grants held in trust by such trustee shall be\ntransferred to its board of directors which shall hold and control the\nreal property of the corporation and all gifts and bequests of money to\nbe held in trust.\n (2) The real property of such corporation shall not be liable for any\ndebt or obligation contracted without the approval of the board of\ntrustees.\n (3) In all proceedings for the purchase, sale, mortgage and lease of\nreal property, the board of trustees of such a corporation shall perform\nthe functions of the board of directors.\n (4) The board of directors shall have the management and control of\nthe property and affairs of the corporation, except as such management\nand control is vested by law in the board of trustees.\n (5) A young men's christian association incorporated prior to eighteen\nhundred and eighty-seven may create a board of trustees possessing the\nqualifications and divided into classes, and such board shall have the\npowers set forth in this paragraph.\n (6) A young men's christian association incorporated prior to nineteen\nhundred and eight may divide its trustees into classes.\n (d) Dissolution. Whenever any young men's christian association\nsubject to this section shall cease to carry out the objects set forth\nin its certificate of incorporation, according to the general rules and\nregulations of the national board of young men's christian associations,\nor shall abandon or discontinue for one year the use of any of its\nproperty for such objects, then upon the verified petition of a majority\nof the directors of such association upon fourteen days' notice to the\nnational board by service thereof upon its chairman and secretary or in\nthe event of the failure of such directors to act, upon the verified\npetition of the national board of young men's christian associations,\nupon fourteen days' notice to such association by service thereof upon\nits president or any director thereof, and upon one of the trustees\nthereof, and upon notice to the attorney general, the supreme court,\nupon satisfactory proof by affidavit or otherwise of such failure or\nabandonment, must make a final order dissolving such corporation. Upon\nthe entry of such order, the corporation shall be dissolved, and\nthereupon the national board of young men's christian associations may\ntake possession of the property of the corporation and manage the same,\nor if authorized by the concurring vote of two-thirds of the members of\nthe national board may sell or lease the same and apply the proceeds\nthereof after the payment of the debts, if any, of the corporation\nsolely to such purposes as those for which the corporation was\norganized.\n (e) Incorporation of county committees.\n (1) Five or more men resident in any county of this state, appointed\nby the national board of Young Men's Christian Associations, to act as\nthe county committee of Young Men's Christian Associations for such\ncounty, may form a corporation under the provisions of this chapter\nunder the name of "The County Committee of the Young Men's Christian\nAssociation of ..................... County," (the blank space being\nfilled by the name of the county in which the incorporators reside.)\n (2) The management and control of the property and affairs of such\ncorporation shall be vested in its members and their successors in\noffice, except that the powers and duties of the trustees thereof shall\nbe those specified in paragraph (a); and the successors of such members\nshall be elected annually at a meeting of the Young Men's Christian\nAssociations of the county for which such committee has been appointed,\nat which meeting each association may be represented by one delegate for\neach ten active members of such association. A plurality vote of the\ndelegates present, and voting at such meeting, shall be sufficient to\nelect. If any vacancy in the membership of such corporation shall occur\nduring the interim between the regular elections, it may be filled by\nthe remaining members.\n (3) The officers of the corporation shall consist of a chairman,\ntreasurer and secretary, and such other officers as the members may\ndecide; and shall be elected annually by such members from their own\nnumber.\n