CHARTER
INCORPORATING
MASONIC AND EASTERN STAR HOME OF
NORTH CAROLINA, INCORPORATED
(Note, by the Code Commission:
1. On June 18, 1910, the Secretary of State of the State of North Carolina issued a Certificate of Incorporation (#8159) for this corporation, consisting of 7 sections.
2. On June 12, 1929, the same authority issued a Certificate of Amendment (#32892) to Sections 2 and 6 of the foregoing charter; and
3. In September 1952 the same authority issued a Certificate of Amendment (#67939) to Sections 3, 4, 5, 6, and 7 of each of the foregoing documents. These three Certificates have been carefully compared and have been edited hereafter to provide for the text of all amendments and to state the text of the Charter of this corporation as of September 1952, the date of the last amendment thereto but omitting all resolutions, signatures, and probates.)
CHARTER
SEC. 1. The undersigned incorporators do mutually agree with each other to enter into, form and organize a corporation under the laws of the State of North Carolina, the names and post office addresses of said corporators being as follows, to-wit:
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R. N. Hackett, Grand Master of North Carolina A. F. & A. M. |
Wilkesboro, N. C. |
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F. M. Winchester |
Charlotte, N. C. |
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M. W. White |
Mooresville, N. C. |
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L. M. Clymer |
Greensboro, N. C. |
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A. J. Parker |
Louisburg, N. C. |
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W. H. McLaurin |
Laurinburg, N. C. |
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Mrs. W. H. Woodbury |
Murphy, N. C. |
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Mrs. E. L. Travis |
Halifax, N. C. |
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Mr. G. R. Calvert |
Asheville, N. C. |
SEC. 2. The name of the corporation shall be "Masonic and Eastern Star Home of North Carolina, Incorporated," and the corporators named in this certificate shall continue to be the corporators so long as they shall respectively hold the offices of Grand Master of North Carolina, A. F. & A. M. and directors of the Masonic and Eastern Star Home, and when any corporator shall cease to hold such office, his rights as corporator shall immediately vest in and be transferred to his successor in office.
SEC. 3. The said corporation shall have perpetual succession, a common seal which may alter at pleasure- shall be capable in law to sue and be sued, plead and be impleaded in all the Courts of this State, shall have all the powers and privileges and be subject to all the restrictions contained in the corporation laws of this State now in force, except as to the duration of its existence.
The principal office and place of business of this corporation shall be located in Greensboro, in the County of Guilford, State of North Carolina.
SEC. 4. A. The said corporation shall have power to lease, purchase, take and receive by deed, gift or devise, and hold in fee simple or lesser estate or estates, all manner of lands, tenements and hereditaments and shall be capable in law to take, receive and possess all moneys, stocks, bonds, books, goods and chattels which have been or may hereafter be given to it, or to any persons for it, by deed, devise, bequest or otherwise. A misnomer in any deed will, or other conveyance shall not have the effect to invalidate the conveyance if the corporation shall therein be described with sufficient certainty to identify it, or if the intent of the grantor or testator to make the Home the beneficiary shall sufficiently appear on the face of the instrument or otherwise.
B. The said corporation through its officers, by and with the authority of the Board of Directors of said corporation be, and it is hereby authorized and empowered to sell, transfer and convey any part or all of its surplus real estate and personal property owned or in anywise acquired by the Masonic and Eastern Star Home of North Carolina, Incorporated, upon such terms as said corporation, acting through its Board of Directors, may deem wise and expedient, it being understood that "surplus" real estate shall be all real estate owned, held or belonging to the corporation except the original 29 1/4 acre tract or tracts of land located in Greensboro, North Carolina, together with the improvements thereon, known and designated as the Masonic and Eastern Star Home property.
C. The purpose of this corporation shall be to build, operate and maintain a home for the aged and indigent Masons, aged and indigent wives of Masons, and such other relatives of Masons as the Board of Directors shall in the By Laws of the Corporation provide, and this corporation shall have the power and authority to do all and everything necessary, suitable, expedient or proper for the accomplishment of the purpose or purposes for which this corporation is formed, and to do all things that shall at any time appear conducive to or expedient for the protection or benefit of the corporation, and to exercise all powers now or hereafter conferred by the laws of North Carolina upon corporations of like character.
SEC. 5. The Board of Directors of said corporation shall have power to make, alter and amend the By-Laws, rules and regulations for the government of Masonic and Eastern Star Home of North Carolina, Incorporated, and for the operation of the Masonic and Eastern Star Home in Greensboro, North Carolina.
SEC. 6. A. The said corporation shall be under the supervision and control of The Grand Lodge of Ancient, Free and Accepted Masons of North Carolina and of The Grand Chapter of North Carolina Order of Eastern Star and The Grand Lodge, A. F. & A. M., and said Grand Chapter of North Carolina Order of Eastern Star shall unite and cooperate in the construction and maintenance of the Masonic and Eastern Star Home, The Grand Lodge of Ancient, Free and Accepted Masons of North Carolina to contribute three-fifths, and The Grand Chapter of North Carolina Order of Eastern Star to contribute two-fifths of the funds necessary to build and maintain said Home.
B. The said supervisions and control of this corporation shall be exercised by the said Grand Lodge and Grand Chapter through the Board of Directors of this corporation, which Board of Directors shall consist of twenty (20) members, the members of which shall be elected by and from The Grand Lodge of Ancient, Free and Accepted Masons of North Carolina, and The Grand Chapter of North Carolina Order of Eastern Star, the said Grand Lodge to name eleven (11) and the said Grand Chapter to name seven (7) of the members of the Board of Directors of this corporation, and the Grand Master of The Grand Lodge of Ancient, Free and Accepted Masons of North Carolina shall be ex-officio a member and Chairman of the Board of Directors of this corporation, and the Worthy Grand Matron of The Grand Chapter of North Carolina Order of Eastern Star shall be ex-officio a member and Vice Chairman of the Board of Directors of this corporation and the Directors elected by The Grand Lodge and The Grand Chapter together with the two ex officio members shall constitute the entire Board of Directors of this corporation. The Grand Lodge of Ancient, Free and Accepted Masons of North Carolina and The Grand Chapter of North Carolina Order of Eastern Star shall have power to elect said Directors in such manner as they may prescribe, and to fix their terms of office and the manner of filling any vacancies that may occur in said Board of Directors. The Board of Directors of this corporation shall elect a President, Vice-President, Secretary, Treasurer, Superintendent, and such other officers and employees as the Board of Directors deems wise and necessary and shall fix their duties and compensation.
SEC. 7. The Board of Directors of the Masonic and Eastern Star Home of North Carolina, Incorporated is authorized and empowered and directed to use the property of the corporation, real, personal, and mixed, as in the opinion of said Board of Directors shall be wise and proper in the best interest of said corporation, and said Board of Directors shall have power and authority to create such endowment fund or funds and special fund or funds as it may see fit, decide what surplus monies and funds now belonging to the corporation, or which may hereafter be donated, given contributed or otherwise come into the possession of the corporation shall be added to such fund or funds created by it, make plans for the enlargement of such fund or funds, invest and reinvest such fund or funds, and promulgate rules and regulations governing the use of both the principal of and income from such fund or funds.
END
(Filed September 11, 1952. Thad Eure, Secretary of State)