Volume 92 · 1643
Public Law 95–493
To incorporate the United States Capitol Historical Society.
Approved October 20, 1978
Statutory text
An Act
To incorporate the United States Capitol Historical Society.
Be it enacted by the Senate and House of Representatives of the United States of America in Congress assembled,
That the following
United States Capitol Historical Society, incorporation.
persons:
Honorable Fred Schwengel, Washington, District of Columbia; Honorable Marguerite Stitt Church, Evanston, Illinois; Doctor Melvin M. Payne, Washington, District of Columbia; Carl Haverlin, Northridge, California; Doctor Walter Rundell, College Park, Maryland; Victor M. Birely, Washington, District of Columbia; Arthur B. Hanson, Esquire, Washington, District of Columbia; Mrs. Adlai Stevenson III, Hanover, Illinois; Mrs. Florian Thayn, Washington, District of Columbia;
and their successors are hereby created and declared to be a body corporate of the District of Columbia having the name “United States Capitol Historical Society” (hereinafter the corporation”). The said corporation shall have perpetual existence and the powers, limitations, and restrictions herein contained.
Sec. 2. completion of organization
The persons named in the first section of this Act are
authorized to complete the organization of the corporation by the selection of officers and employees, the adoption of a constitution and bylaws, not inconsistent with this Act, and the doing of such other acts as may be necessary to carry out the provisions of this Act.
Sec. 3. objects and purposes of corporation
The objects and purposes of the corporation shall be—
to encourage in the most comprehensive and enlightened manner an understanding by the American people of the founding, growth, and significance of the Capitol of the United States of America as the tangible symbol of their representative form of government;
to undertake research into the history of the Congress and the Capitol and to promote the discussion, publication, and dissemination of the results of such studies;
to foster and increase an informed patriotism of the land in the study of this living memorial to the founders of this Nation and the continuing thread of principles as exemplified by their successors; and
to mutually cooperate with the standing committees of the Congress, the Library of Congress, the Architect of the Capitol, and relevant departments and agencies of the executive branch of the Federal Government in furthering the objectives of the corporation.
Sec. 4. powers of the corporation
The corporation shall have the power—
to sue and be sued, complain, and defend in any court of competent jurisdiction;
to adopt, alter, and use a corporate seal;
to choose officers, managers, and agents as the business of the corporation may require;
to charge and collect membership dues;
to adopt, amend, apply, and alter a constitution and bylaws not inconsistent with the laws of the United States of America or any State in which the corporation is to operate, for the management of its property and the regulation of its affairs;
to contract and be contracted with;
to take hold by lease, gift, purchase, giant, devise, bequest, or otherwise any property, real, personal, or mixed, necessary or convenient for attaining the objects of the corporation, subject, however, to applicable provisions of law of any State (1) governing the amount or kind of real and personal property which may be held by, or (2) otherwise limiting or controlling the ownership or real and personal property which may be held by, or (3) otherwise limiting or controlling the ownership of real and personal property by, a corporation operating in such State;
to transfer, lease, or convey real or personal property;
to borrow money for the purposes of the corporation and issue bonds or other evidences of indebtedness therefor and secure the same mortgage or pledge subject to applicable Federal or State laws;
to conduct campaigns for raising of funds and to accept contributions from individuals, corporations, and other bodies, foundations, and organizations;
to print, to create and distribute commemorative medals, edit and publish, make, display, and sell books and magazines, pictures, slides, and cinemas, as may be necessary or desirable for the accomplishment of the purposes of the corporation;
to buy, sell, and generally deal in appropriate and related souvenirs, commemorative medals, curios, momentos, and publications; and
to do any and all acts necessary and proper to carry out the purposes of the corporation.
Sec. 5. principal office; territorial scope of activities; resident agent
The principal office of the corporation shall be located in Washington, District of Columbia, or in such other place as may later be determined by the board of directors, but the activities of the corporation shall not be confined to that place and may be conducted throughout the various possessions of the United States.
The corporation shall have in the District of Columbia at all times a designated agent authorized to accept service of process for the corporation, and notice to or service upon such agent or mailed to the business address of such agent shall be deemed as service or notice upon the corporation.
Sec. 6. membership
Eligibility for membership in the corporation and the rights
and privileges of members shall, except as provided in this Act, be determined as the constitution and bylaws of the corporation may provide.
Sec. 7. active board of trustees
The control and management of the affairs and funds
of the corporation shall be vested in its active board of trustees which, exclusive of ex officio and honorary members, shall consist of not more than forty active members and not, less than twelve active members, one of whom shall be elected chairman.
The term of an active trustee of the board shall be four years in duration and, except by the unanimous vote of the members of the board of trustees present and voting, no active trustee may be reelected as an active trustee until after a lapse of one year from the expiration of his term as active trustee.
The board of trustees shall meet not less than once annually in the Capitol of the United States at Washington, District of Columbia, and at such other times as may be determined by the chairman. No meeting of the board of trustees may be held except pursuant to a time and place stated in the bylaws or upon thirty days written notice in advance of any such meeting.
Trustees of the corporation shall be elected by action of the active board of trustees. Trustees may be removed by the vote of two-thirds of the other active trustees at any time with or without cause.
Sec. 8. officers of the corporation
The officers of the corporation shall be a president, who
shall be the chief executive officer, five vice presidents, a treasurer, and a secretary.
During their respective terms of office, the officers of the corporation shall be ex officio members of the board with all the rights and privileges of a trustee including the right to vote. Officers may receive compensation or other remuneration for their services as determined by the board of trustees, and they may be reimbursed for their actual expenses.
Officers of the corporation shall be elected annually by action of the board of trustees and shall continue in office at the pleasure of the board.
The duties of the officers of the corporation shall be such as usually pertain to the offices they hold and also shall include such additional duties as may be delegated by the board of trustees.
The board of trustees may employ an executive secretary and such other paid personnel as may be needed to assist the officers and the board and to accomplish the programs and business of the corporation. The board shall fix the compensation and prescribe the duties of the executive secretary and such other paid personnel who shall serve at the pleasure of the board.
Sec. 9. use of income: loans to officers, trustees, or employees
No part of the income or assets of the Corporation shall inure to any of its members, trustees, or officers, as such, or be distributable to any of them during the life of the corporation or upon its dissolution or final liquidation. Nothing in this subsection, however, shall be construed to prevent the payment of reasonable compensation to officers or employees of the corporation or reimbursement for actual expenses in amounts approved by the boat'd of trustees of the corporation.
The corporation shall not make loans to its officers, trustees, or employees. Any director who votes for or assents to the making of a loan or advance to an officer, director, or employee of the corporation, and any officer who participates in the making of such loan or an advance shall be jointly and severally liable to the corporation for the amount of such loan or advance until the repayment thereof.
Sec. 10. liability for acts of officers and agents
The corporation shall be liable for the acts of its officers and agents when acting within the scope of their authority.
Sec. 11. prohibition against issuance of stock or payment of dividends
The corporation shall have no power to issue any shares of stock or to declare or pay any dividends.
Sec. 12. books and records: inspection
The corporation shall keep correct and complete books and records of account and shall keep minutes of the proceedings of its members, board of trustees, and committees having any authority under the board of trustees, and it shall also keep at its principal office a record of the names and addresses of its members entitled to vote. All books and records of the corporation may be inspected by any member entitled to vote, or the agent or attorney of such member, for any proper purpose, at any reasonable time.
Sec. 13. audit of financial transactions
The provisions of sections 2 and 3 of the Act entitled “An Act to provide for audit of accounts of private corporations established under Federal law”, approved August 30, 1964 (36 U.S.C. 1102, 1103), shall apply with respect to the corporation.
The corporation shall comply with the provisions of Public
Law 91–510, section 451, October 26, 1970.
Sec. 14. use of assets on dissolution or liquidation
Upon dissolution or final liquidation of the corporation, after discharge or satisfaction of all outstanding obligations and liabilities, any remaining assets of the corporation shall be distributed in accordance with the determination of the board of trustees of the corporation and in compliance with the constitution and bylaws of the corporation and all Federal and State laws applicable thereto.
Sec. 15. exclusive right to name, emblem, seals, and insignia
The corporation shall have the sole and exclusive right to
the name “United States Capitol Historical Society” and to have and use in carrying out its purpose, distinctive insignia, emblems, seals, descriptive or designating marks, and words or phrases, as may be required in the furtherance of its functions. Nothing in this section shall be construed to interfere or conflict with established or vested rights.
Sec. 16. acquisition of assets and liabilities of existing corporation
The corporation may acquire the assets of the United States
Capitol Historical Society, a corporation incorporated under the laws of the District of Columbia. The United States Capitol Historical Society shall retain and maintain its existing status as a corporation incorporated under the laws of the District of Columbia or a State.
Sec. 17. annual report
The corporation shall, as soon as practicable after the end
Submittal to Congress.
of each fiscal year, submit a report to each House of the Congress with respect to the activities of the corporation during the preceding fiscal year.
Sec. 18. reservation of right to amend or repeal act
The right to alter, amend, or repeal this Act is expressly
reserved to the Congress.
Approved October 20, 1978.