II 

111TH CONGRESS 

1ST SESSION S. 1455 

To amend title 36, United States Code, to grant a Federal charter to the 

Military Officers Association of America, and for other purposes. 

IN THE SENATE OF THE UNITED STATES 

JULY 14, 2009 

Mr. NELSON of Florida introduced the following bill; which was read twice and 

referred to the Committee on the Judiciary 

A BILL 

To amend title 36, United States Code, to grant a Federal 

charter to the Military Officers Association of America, 

and for other purposes. 

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled, 

3 SECTION 1. GRANT OF FEDERAL CHARTER TO MILITARY 

4 OFFICERS ASSOCIATION OF AMERICA. 

5 (a) GRANT OF CHARTER.—Part B of subtitle II of 

6 title 36, United States Code, is amended by inserting after 

7 chapter 1403 the following new chapter: 

8 ‘‘CHAPTER 1404—MILITARY OFFICERS 

9 ASSOCIATION OF AMERICA 

‘‘Sec. 


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‘‘140401. Organization. 

‘‘140402. Purposes. 

‘‘140403. Membership. 

‘‘140404. Governing body. 

‘‘140405. Powers. 

‘‘140406. Restrictions. 

‘‘140407. Tax-exempt status required as condition of charter. 

‘‘140408. Records and inspection. 

‘‘140409. Service of process. 

‘‘140410. Liability for acts of officers and agents. 

‘‘140411. Annual report. 

‘‘140412. Definition. 

1 ‘‘§ 140401. Organization 

2 ‘‘(a) FEDERAL CHARTER.—Military Officers Associa3 tion of America (in this chapter, the ‘corporation’), a non4 profit organization that meets the requirements for a vet5 erans service organization under section 501(c)(19) of the 

6 Internal Revenue Code of 1986 and is organized under 

7 the laws of the Commonwealth of Virginia, is a federally 

8 chartered corporation. 

9 ‘‘(b) EXPIRATION OF CHARTER.—If the corporation 

10 does not comply with the provisions of this chapter, the 

11 charter granted by subsection (a) shall expire. 

12 ‘‘§ 140402. Purposes 

13 ‘‘(a) GENERAL.—The purposes of the corporation are 

14 as provided in its bylaws and articles of incorporation and 

15 include— 

16 ‘‘(1) to inculcate and stimulate love of the 

17 United States and the flag; 

18 ‘‘(2) to defend the honor, integrity, and su19 premacy of the Constitution of the United States 

20 and the United States Government; 


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1 ‘‘(3) to advocate military forces adequate to the 

2 defense of the United States; 

3 ‘‘(4) to foster the integrity and prestige of the 

4 Armed Forces; 

5 ‘‘(5) to foster fraternal relations between all 

6 branches of the various Armed Forces from which 

7 members are drawn; 

8 ‘‘(6) to further the education of children of 

9 members of the Armed Forces; 

10 ‘‘(7) to aid members of the Armed Forces and 

11 their family members and survivors in every proper 

12 and legitimate manner; 

13 ‘‘(8) to present and support legislative pro14 posals that provide for the fair and equitable treat15 ment of members of the Armed Forces, including the 

16 National Guard and Reserves, military retirees, fam17 ily members, survivors, and veterans; and 

18 ‘‘(9) to encourage recruitment and appointment 

19 in the Armed Forces. 

20 ‘‘§ 140403. Membership 

21 ‘‘Eligibility for membership in the corporation, and 

22 the rights and privileges of members of the corporation, 

23 are as provided in the bylaws of the corporation. 


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1 ‘‘§ 140404. Governing body 

2 ‘‘(a) BOARD OF DIRECTORS.—The composition of the 

3 board of directors of the corporation, and the responsibil4 ities of the board, are as provided in the articles of incor5 poration and bylaws of the corporation. 

6 ‘‘(b) OFFICERS.—The positions of officers of the cor7 poration, and the election of the officers, are as provided 

8 in the articles of incorporation and bylaws. 

9 ‘‘§ 140405. Powers 

10 ‘‘The corporation has only those powers provided in 

11 its bylaws and articles of incorporation filed in each State 

12 in which it is incorporated. 

13 ‘‘§ 140406. Restrictions 

14 ‘‘(a) STOCK AND DIVIDENDS.—The corporation may 

15 not issue stock or declare or pay a dividend. 

16 ‘‘(b) DISTRIBUTION OF INCOME OR ASSETS.—The in17 come or assets of the corporation may not inure to the 

18 benefit of, or be distributed to, a director, officer, or mem19 ber of the corporation during the life of the charter grant20 ed by this chapter. This subsection does not prevent the 

21 payment of reasonable compensation to an officer or em22 ployee of the corporation or reimbursement for actual nec23 essary expenses in amounts approved by the board of di24 rectors. 


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1 ‘‘(c) LOANS.—The corporation may not make a loan 

2 to a director, officer, employee, or member of the corpora3 tion. 

4 ‘‘(d) CLAIM OF GOVERNMENTAL APPROVAL OR AU5 THORITY.—The corporation may not claim congressional 

6 approval or the authority of the United States Govern7 ment for any of its activities. 

8 ‘‘(e) CORPORATE STATUS.—The corporation shall 

9 maintain its status as a corporation incorporated under 

10 the laws of the Commonwealth of Virginia. 

11 ‘‘§ 140407. Tax-exempt status required as condition of 

12 charter 

13 ‘‘If the corporation fails to maintain its status as an 

14 organization exempt from taxation under the Internal 

15 Revenue Code of 1986, the charter granted under this 

16 chapter shall terminate. 

17 ‘‘§ 140408. Records and inspection 

18 ‘‘(a) RECORDS.—The corporation shall keep— 

19 ‘‘(1) correct and complete records of account; 

20 ‘‘(2) minutes of the proceedings of the mem21 bers, board of directors, and committees of the cor22 poration having any of the authority of the board of 

23 directors of the corporation; and 

24 ‘‘(3) at the principal office of the corporation, 

25 a record of the names and addresses of the members 


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1 of the corporation entitled to vote on matters relat2 ing to the corporation. 

3 ‘‘(b) INSPECTION.—A member entitled to vote on any 

4 matter relating to the corporation, or an agent or attorney 

5 of the member, may inspect the records of the corporation 

6 for any proper purpose at any reasonable time. 

7 ‘‘§ 140409. Service of process 

8 ‘‘The corporation shall comply with the law on service 

9 of process of each State in which it is incorporated and 

10 each State in which it carries on activities. 

11 ‘‘§ 140410. Liability for acts of officers and agents 

12 ‘‘The corporation is liable for any act of any officer 

13 or agent of the corporation acting within the scope of the 

14 authority of the corporation. 

15 ‘‘§ 140411. Annual report 

16 ‘‘The corporation shall submit to Congress an annual 

17 report on the activities of the corporation during the pre18 ceding fiscal year. The report shall be submitted at the 

19 same time as the report of the audit required by section 

20 10101(b) of this title. The report may not be printed as 

21 a public document. 

22 ‘‘§ 140412. Definition 

23 ‘‘In this chapter, the term ‘State’ includes the Dis24 trict of Columbia and the territories and possessions of 

25 the United States.’’. 


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1 (b) CLERICAL AMENDMENT.—The table of chapters 

2 at the beginning of subtitle II of title 36, United States 

3 Code, is amended by inserting after the item relating to 

4 chapter 1403 the following new item: 

‘‘1404. Military Officers Association of America .....................................140401’’. 

Æ 


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