John Blankenbaker's Germanna History Notes

Note 2348

The original charter of the Germanna Foundation read (from Germanna Record 9 ) as follows:

“This is to certify that we, the undersigned, do hereby associate ourselves to establish an association, not organized for profit, in which no capital stock is required or to be issued, under and by virtue of the laws of the Commonwealth of Virginia, for the purposes and under the corporate name hereinafter mentioned, and we do, by this our Certificate of Incorporation, set forth as follows:

1. The name of the corporation is to be THE MEMORIAL FOUNDATION OF THE GERMANNA COLONIES IN VIRGINIA, INCORPORATED.
2. The name of the City where in the principal office in this State is to be located is Harrisonburg, Virginia, and the post office address of the corporation is to be Post Office Box 786, Harrisonburg, Virginia.
3. The purposes for which the corporation is formed are as follows:

(1) To preserve and make known the history of the several Germanna Colonies, their operations under the patronage of Alexander Spotswood, his residence and activities at Germanna and in the surrounding area.

(2) To purchase, hold, and improve real estate; to publish bulletins and other printed matter relating to the field of interest and of a character to preserve and disseminate information for the general public, and to any and all other acts, which are necessary and proper to accomplish these purposes.

(3) To establish an endowment fund or funds for the acquisition, restoration, perpetuation, and maintenance of any real estate acquired by the corporation for its operating purposes.

4. The affairs of the corporation shall be managed by a board of trustees, the maximum number of which shall be fifteen and the minimum number of which shall be five, the exact number thereof shall be determined annually at the annual meeting of the Board of Trustees.

   Vacancies on the board of trustees shall be filled by the remaining members of the board of trustees if such vacancies should occur more than ninety days prior to the date of the annual meeting of said board of trustees.  If such vacancies should occur with ninety days prior to the annual meeting of the said board of trustees, then such vacancies shall be filled at the annual meeting of the said Board of Trustees.

   The entire voting power shall be vested in the trustees who may take any lawful action for or on behalf of the corporation which be taken by members having such voting power or by stockholders and directors under any Section of Chapter 13 (Non-Stock Corporation) of the Code of Virginia, 1950, as amended.

5. The names and residences of the trustees who are to manage the affairs of the corporation during the first year of its existence are as follows:

   [T. W. Fishback, C. H. Huffman, B. L. Stanley, Frank C. Switzer, John W. Wayland, J. B. Carpenter, Sr., and E. W. Flender, with their addresses.]