Presbytery of Wisconsin & Minnesota
PDF copy on file with the State of Wisconsin | PDF
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ARTICLES OF INCORPORATION
of
THE PRESBYTERY OF WISCONSIN & MINNESOTA
OF THE ORTHODOX PRESBYTERIAN CHURCH
Executed by the undersigned for the purpose of forming a Wisconsin religious corporation under the provisions of the Section 187.05 of the Wisconsin Statutes, including adoption of the following Articles of Incorporation:
Article 1: NAME. The name of the Corporation is The Presbytery of Wisconsin and Minnesota of the Orthodox Presbyterian Church.
Article 2: ADDRESS. The address of the Corporation is 609 Center Avenue, Oostburg, Wisconsin 53070.
Article 3: PURPOSE. The general purpose of the Corporation is to operate and maintain a presbytery affiliated with the Orthodox Presbyterian Church in the United States of America in accordance with the Standards of the Orthodox Presbyterian Church, subject to the following limitations:
3.1 Inurement of Income. No part of net earnings of the Corporation shall inure to the benefit of, or be dispersable to, its members, trustees, officers, or other private persons except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered.
3.2 Legislative or Political Activities. The corporation shall not carry on propaganda or otherwise attempt to influence legislation and it shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.
3.3 Operational Limitations. The Corporation shall not carry on activities not to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code (as amended), or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code (as amended).
3.4 Dissolution Clause. Upon the dissolution of the Corporation, the trustees shall, after paying or making provisions for the payment of the Corporation’s liabilities, dispose of its assets exclusively for the purposes of the Corporation in such manner as the trustees shall determine, or to such organization(s) organized and operated exclusively for charitable, educational, religious or scientific purposes shall at the time qualify as an exempt organization under 501(c)(3) of the Internal Revenue Code (as amended), as the trustees shall determine.
Article 4: GOVERNMENT. The government of the Corporation and the management of its affairs shall be vested in trustees, to be elected by the members of said presbytery in accordance with its Standing Rules, or at such other times as the members of the board of trustees may appoint. The trustees shall hold their respective offices in accordance with the Standing Rules of said presbytery and until their successors are elected and qualify. No person shall be a trustee unless he be either a member of the ecclesiastical body known as The Presbyterian Church of Wisconsin and Minnesota of the Orthodox Presbyterian Church or an elder in good standing, whether active or inactive, of a particular church within said presbytery.
Article 5: OFFICERS. The board of trustees may select from their own number a moderator (presiding officer), stated clerk and such other officers as it deems expedient, and may designate persons who are not trustees to serve as custodian, caretaker, treasurer and assistant treasurer in accordance with the Standing Rules of the presbytery.
Article 6: TRUSTEE POWERS. The powers of the trustees shall be as provided by the Standing Rules of the presbytery and as limited by the Articles of Incorporation.
Article 7: INITIAL TRUSTEES. The names and term of office of the first board of trustees elected by the Corporation are as follows:
Rev. Brian DeJong and Rev. Benjamin Snodgrass who shall each serve until the annual meeting in the Fall of 2021.
Rev. Christian McShaffrey who shall serve until the annual meeting in the Spring of 2022.
*Mr. David Welliver who shall serve until the annual meeting in the Spring of 2023.
Article 8: ELECTION OF TRUSTEES. Trustees shall hereafter be elected in accordance with the Standing Rules of the presbytery.
IN WITNESS WHEREOF, The presiding officer and secretary of the Corporation certify to the above.
Rev. Brian DeJong, Moderator (Presiding Officer) Dated: August 17, 2021
Rev. Christian McShaffrey, Stated Clerk (Secretary) DateD: August 13, 2021.
Drafter by: Attorney Paul A. Dirkse of Hopp Neumann Humke LLP; Sheboygan, WI; 920-457-8400
**Mr. David Welliver was originally listed as “Rev.” David Welliver, but this is erroneous due to his not being ordained to the office of minister. The PDF version reflections the original.
Prior to the Division of Presbytery in 2021
What follows are this presbytery’s Articles of Incorporation as found in presbytery minutes from 1981. Pertinent minutes include:
- Minutes, March 13-14, 1981 item 117. This has the text of the Articles.
- Minutes, September 14-15, 1981 item 13. This records the decision to act on these Articles at the next meeting of Presbytery held in Illinois.
- Minutes, October 3, 1981 item 5. This records the adoption of the Articles.
- Minutes, September 20-21, 1982 communication (7). This notes that Jim Edgar, Secretary of State of the State of Illinois, certified that these Articles were “recorded for the record in the Religious Book 2, pages 3 through 6, on May 13, 1982.” The stated clerk also writes the exact date and signatories of the Articles.
Articles of Incorporation
of
The Presbytery of the Midwest
The Orthodox Presbyterian Church
Know All Men by These Presents, that we, the undersigned, do hereby associate ourselves together for the purpose of forming a religious corporation under and by virtue of the Illinois statute for Religious Corporations, Chapter 32; Paragraphs 164 at seq., in such case made and provided, and do hereby adopt the following Articles of Incorporation:
1. Name. The name of said corporation shall be The Presbytery of the Midwest, The Orthodox Presbyterian Church.
2. Purpose. The general purpose of said corporation shall be to operate and maintain a presbytery affiliated with the Orthodox Presbyterian Church in the United States of America in accordance with the Standards of the Orthodox Presbyterian Church, and subject to the following limitations:
1. Inurement of Income. No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, its members, trustees, officers or other private persons except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered.
2. Legislative or Political Activities. No substantial part of the activities of the corporation shall be the carrying on of propaganda or otherwise attempting to influence legislation and the corporation shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.
3. Operational Limitations. Notwithstanding any other provisions of these Articles; the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal Income tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law).
4. Dissolution Clause. Upon the dissolution of the corporation, the trustees shall, after paying or making provisions for the payment of all of the liabilities of the corporation, dispose of all of the assets of the corporation exclusively for the purposes of the corporation in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 50l(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law), as the trustees shall determine. Any of such assets not so disposed of shall be disposed of by the Circuit Court Of the county in which the principal office of the corporation is then located, , exclusively for such purposes or to such organization or organizations as said court shall determine, which are organized and operated exclusively for such purposes effective immediately.
3. Location. The location of said presbytery shall be 1401 Naperville Road, Wheaton, Illinois.
4. Government. The government of said presbytery and the management of its affairs shall be vested in trustees, to be elected by the members of said presbytery in accordance with the Standing Rules of said presbytery, or at such other times as the members of the board of trustees may appoint. The said trustees shall hold their respective offices in accordance with the Standing Rules of said presbytery and until their successors are elected and qualify. In case of death, resignation, or removal of any trustee, the members of the presbytery, at a duly called meeting, shall elect a successor to serve for the unexpired term. No person shall be a trustee of said presbytery unless he be either a member of the ecclesiastical body known as The Presbyterian Church of the Midwest of the Orthodox Presbyterian Church or an elder in good standing, whether active or inactive, of a particular church within said presbytery.
5. Duration. The period of duration of this corporation is perpetual.
6. Officers. The board of trustees may select form their own number a chairman, a secretary, and a treasurer, and such other officers as they may from time to time deem expedient, and may designate persons who are not trustees to serve as custodians, caretakers, a treasurer and an assistant treasurer in accordance with the Standing Rules of the presbytery.
7. Amendments. These Articles may be amended in the manner provided by statute at the time of amendment, by an amendment to the Standing Rules of said presbytery in the manner provided by such Standing Rules.
8. Powers of Trustees. The powers of the trustees shall be as provided by the Standing Rules of the presbytery and as limited by the Articles of Incorporation.
9. First Board of Trustees. The names and term of office of the first board of trustees shall be as follows; who shall each hold their respective offices until the first annual meeting; who shall each hold their respective offices until the second annual meeting; and, who shall each hold their respective offices until the third annual meeting.
10. Election of Trustees. The election of trustees hereafter shall be in accordance with the Standing Rules of said presbytery.
In Witness Whereof, the original duly elected trustees affix our hands and seals this day 3 of October 1981.
James L. Bosgraf, Moderator
Leslie A. Dunn, Vice-Moderator
Robert W. Eekardt, Stated Clerk
Ivan J. DeMaster, Assistant Clerk