Mass. Gen. Laws ch. 92B, sec. 5 — MA Code / Part I / Title XIV / Chapter 92B / Section 5
Corporation powers
Status: in_force

Section 5. The corporation shall have the following powers: (a) to make, amend, and repeal bylaws, rules and regulations for the management of its affairs; (b) to adopt an official seal; (c) to make contracts and execute all instruments necessary or convenient for the carrying on of its business; (d) to acquire, own, hold, and encumber personal property of any nature or any interest therein in the exercise of its powers and performance of its duties under this chapter; (e) to enter into agreements or transactions with any federal, state or municipal agency or other public institution or with any private individual, partnership, firm, corporation or other entity; (f) to appear on its own behalf before boards, commissions, departments, or other agencies of federal, state or municipal governments; (g) to appoint officers in addition to the members; (h) to invest any funds held in reserves or sinking funds, or any funds not required for immediate disbursement, in such investments as may be lawful for fiduciaries in the commonwealth pursuant to section thirty-eight A of chapter twenty-nine; (i) to accept, hold, use, apply and dispose of any and all donations, grants, bequests and devises, received by the corporation, conditional or otherwise, of money, real and personal property, services or other things of value which may be received from the United States or any agency thereof, any governmental agency, any institution, person, firm or corporation, public or private, such donations, grants, bequests and devises to be held, used, applied, or disposed of for any or all of the purposes specified in this chapter and in accordance with the terms and conditions of any such grant; and provided, that notwithstanding the provisions of section thirty-four A of chapter ninety-two, the corporation shall have full control over the funds of MetroZoos Zoological Trust Fund; and provided further, that notwithstanding the provisions of any general or special law to the contrary, the corporation shall have full control over the funds of the Franklin Park Trust Fund. Receipt of each such donation or grant shall be detailed in the annual report of the corporation; such annual report shall include the identity of the donor or lender, unless anonymity is a condition of the gift, the nature of the transaction and any conditions attached thereto and the account in which the deposited funds are located; (j) to develop zoological membership programs; (k) to fix, revise, charge and collect rents, fees and charges for the use of either zoo or its appurtenances by any user; (l) to prepare, publish, distribute, with or without charge as the corporation may determine, such newsletters, reports, bulletins and other materials regarding the zoos and their activities as it deems appropriate; (m) to charge and retain admissions to each zoo; provided, that the zoos be open to all Massachusetts primary and secondary school groups at no admission charge on a scheduled basis; (n) to prepare and approve master plans for either zoo or modifications thereto; provided, that such approvals shall have the written concurrence of the director; (o) to expend monies for the benefit of the activities described herein; provided, that programs, purchases or projects with aggregate annual expenditures in excess of two hundred and fifty thousand dollars, exclusive of staff salaries, routine maintenance, utilities, and animal care costs, shall require written notice to the executive director of travel and tourism; (p) to retain qualified personnel among its employees to provide security within the zoos; provided, however, that those employees shall not exercise any police powers; provided, further, that full police jurisdiction shall remain with the state police at the zoos and for all property under the care, custody and control of the corporation; provided, further, that the state police and the corporation shall enter into a memorandum of understanding that the police shall maintain an average level of service at each zoo which shall not be less than the average level of service previously provided during the month of July, nineteen hundred and ninety; and provided, further, that the corporation shall be permitted to retain said police on a paid detail basis, as requested, beyond said normal police coverage as specified in the memorandum of understanding; (q) The board of directors through its by-laws may create a board of trustees. The board of trustees will consist of the number of persons the board of directors deems appropriate. Trustees shall be elected by majority vote of the board of directors pursuant to a nomination process established by the board of directors through its by-laws; provided, that the trustees shall serve without compensation. Eligibility for trusteeship shall be established by the board of directors utilizing its sound discretion to broadly include individuals who through volunteer efforts donate time, expertise, knowledge, financial resources, or other things of value which enrich the zoos as valuable community, educational, cultural, recreational and environmental institutions. (r) Notwithstanding the provisions of any special or general law, the corporation is empowered to establish grant programs, subject to explicit state appropriation for that purpose, to assist publicly owned zoos within the commonwealth including, but not limited to, the Buttonwood Park Zoo in New Bedford and the Forest Park Children's Zoo in Springfield. The corporation shall administer the program in accordance with such procedures, terms and conditions and criteria which the board deems appropriate for the fair and impartial review of applications from qualified public entities.

Section 5. The corporation shall have the following powers:

(a) to make, amend, and repeal bylaws, rules and regulations for the management of its affairs;

(b) to adopt an official seal;

(c) to make contracts and execute all instruments necessary or convenient for the carrying on of its business;

(d) to acquire, own, hold, and encumber personal property of any nature or any interest therein in the exercise of its powers and performance of its duties under this chapter;

(e) to enter into agreements or transactions with any federal, state or municipal agency or other public institution or with any private individual, partnership, firm, corporation or other entity;

(f) to appear on its own behalf before boards, commissions, departments, or other agencies of federal, state or municipal governments;

(g) to appoint officers in addition to the members;

(h) to invest any funds held in reserves or sinking funds, or any funds not required for immediate disbursement, in such investments as may be lawful for fiduciaries in the commonwealth pursuant to section thirty-eight A of chapter twenty-nine;

(i) to accept, hold, use, apply and dispose of any and all donations, grants, bequests and devises, received by the corporation, conditional or otherwise, of money, real and personal property, services or other things of value which may be received from the United States or any agency thereof, any governmental agency, any institution, person, firm or corporation, public or private, such donations, grants, bequests and devises to be held, used, applied, or disposed of for any or all of the purposes specified in this chapter and in accordance with the terms and conditions of any such grant; and provided, that notwithstanding the provisions of section thirty-four A of chapter ninety-two, the corporation shall have full control over the funds of MetroZoos Zoological Trust Fund; and provided further, that notwithstanding the provisions of any general or special law to the contrary, the corporation shall have full control over the funds of the Franklin Park Trust Fund. Receipt of each such donation or grant shall be detailed in the annual report of the corporation; such annual report shall include the identity of the donor or lender, unless anonymity is a condition of the gift, the nature of the transaction and any conditions attached thereto and the account in which the deposited funds are located;

(j) to develop zoological membership programs;

(k) to fix, revise, charge and collect rents, fees and charges for the use of either zoo or its appurtenances by any user;

(l) to prepare, publish, distribute, with or without charge as the corporation may determine, such newsletters, reports, bulletins and other materials regarding the zoos and their activities as it deems appropriate;

(m) to charge and retain admissions to each zoo; provided, that the zoos be open to all Massachusetts primary and secondary school groups at no admission charge on a scheduled basis;

(n) to prepare and approve master plans for either zoo or modifications thereto; provided, that such approvals shall have the written concurrence of the director;

(o) to expend monies for the benefit of the activities described herein; provided, that programs, purchases or projects with aggregate annual expenditures in excess of two hundred and fifty thousand dollars, exclusive of staff salaries, routine maintenance, utilities, and animal care costs, shall require written notice to the executive director of travel and tourism;

(p) to retain qualified personnel among its employees to provide security within the zoos; provided, however, that those employees shall not exercise any police powers; provided, further, that full police jurisdiction shall remain with the state police at the zoos and for all property under the care, custody and control of the corporation; provided, further, that the state police and the corporation shall enter into a memorandum of understanding that the police shall maintain an average level of service at each zoo which shall not be less than the average level of service previously provided during the month of July, nineteen hundred and ninety; and provided, further, that the corporation shall be permitted to retain said police on a paid detail basis, as requested, beyond said normal police coverage as specified in the memorandum of understanding;

(q) The board of directors through its by-laws may create a board of trustees. The board of trustees will consist of the number of persons the board of directors deems appropriate. Trustees shall be elected by majority vote of the board of directors pursuant to a nomination process established by the board of directors through its by-laws; provided, that the trustees shall serve without compensation. Eligibility for trusteeship shall be established by the board of directors utilizing its sound discretion to broadly include individuals who through volunteer efforts donate time, expertise, knowledge, financial resources, or other things of value which enrich the zoos as valuable community, educational, cultural, recreational and environmental institutions.

(r) Notwithstanding the provisions of any special or general law, the corporation is empowered to establish grant programs, subject to explicit state appropriation for that purpose, to assist publicly owned zoos within the commonwealth including, but not limited to, the Buttonwood Park Zoo in New Bedford and the Forest Park Children's Zoo in Springfield. The corporation shall administer the program in accordance with such procedures, terms and conditions and criteria which the board deems appropriate for the fair and impartial review of applications from qualified public entities.