Charter Amendment of 1924
Amendment to the Charter of
Southwestern Presbyterian University
1924
We, the undersigned, comprising the Board of Directors of the Southwestern Presbyterian University, incorporated under Chapter 142, Acts of Tennessee of 1875, apply to the State of Tennessee, by virtue of the general laws of the land, for an amendment to said Charter of Incorporation for the purpose of investing said corporation with powers as follows:
1. To change the name of said corporation from
'SOUTHWESTERN PRESBYTERIAN UNIVERSITY'
to
'SOUTHWESTERN'
and the corporate name of this corporation is hereby so changed and the same shall hereinafter be called 'SOUTHWESTERN.'
2. This corporation shall have power to establish, maintain, operate and conduct a college for the purpose of the education of the youth in any lines of education, whether academic, that is in the arts, sciences or literature, other professional, religious, theological or otherwise; to determine the requirements for the admission of students to said institution, to prescribe courses and the requirements of graduation. It shall have the power to confer degrees upon its graduates, and such honorary degrees upon others as the Board of Directors of such institution may determine. It shall have full power and authority to employ all necessary teachers, instructors, and such subordinate employees as may be necessary for the proper conduct of the institution, and to do any and all things necessary or proper in carrying out the purposes of the establishment of such institution.
3. The Board of Directors of this corporation may be increased to any number, not to exceed fifty, to be determined by the Synods of Tennessee, Louisiana, Mississippi, and Alabama of the Presbyterian Church in the United States, or, as it is called sometimes, the Southern Presbyterian Church, which Synods of such church or denomination shall have the power to elect and to prescribe the terms of office of the corporate Directors and to elect the successor or successors of a member or members of the said Board of Directors as their terms may expire, and to provide by resolution, motion or bylaws for the filling of a vacancy or vacancies in the interim, provided, however, that the administration of the affairs of this institution shall be supremely and solely in the hands of its said Board of Directors, (NOTE: This provision was rescinded in 1959 by the respective Synods - see Minutes of Synod of Alabama, page 17; Synod of Louisiana, pages 16-17; Synod of Mississippi, page 117, and Synod of Tennessee, pages 11-12.) except that no mortgage may be placed upon the property by said Board without the consent of the majority of the controlling Synods.
And provided, further, that said Synods of Tennessee, Louisiana, Mississippi and Alabama shall have equal representation, numerically, upon said Board of Directors, and shall each have the right to elect its own representatives upon said Board and to fill vacancies as may be created in the membership of those whom it has elected.
And provided, further, that the President of the institution, when chosen as the Bylaws of the corporation may determine, shall be ex-officio an additional member and presiding officer of the said Board of Directors.
4. The general powers of this corporation shall be to sue and be sued by its corporate name; to have and use a common seal, which it may alter at pleasure, and if no common seal is adopted or provided for, then the signature of the corporation by any duly authorized officer shall be legal and binding; to purchase and hold, and to receive by gift or bequest, personal property in any amount and in addition to the personal property held or received by the corporation, it may purchase and hold real estate necessary for the purpose of the corporation and may own or hold any real estate or personal estate which may be given, devised or bequeathed to the corporation, the same to be held and used for carrying out the corporate purposes; to sell and dispose of any of the corporate property, real or personal, which is not needed in carrying out the purposes of the charter and to apply the funds realized from such sales or conveyances to the corporate purposes; to purchase or accept real estate in payment or part payment of any debt due the corporation and sell the same; to borrow money to be used in payment for property bought by the corporation and for erecting buildings and making improvements and for other purposes germane to the objects of the corporation, and to secure the repayment of money borrowed, by mortgage, pledge, or deed of trust, upon property owned by it; to accept, hold and manage, as Trustee, any property purchased, bequeathed or devised to it for any special purpose germane to the objects of the corporation; to make, amend, alter or repeal by and through its directors all Bylaws and regulations necessary to the objects of the corporation; to make, amend, alter or repeal and deemed expedient for the management of its corporate affairs, and not inconsistent with the laws of the United States and the State of Tennessee, (NOTE: The Legislature of Tennessee in enacting the Code of 1932 omitted from the codification of Chapter 98, Public Acts of 1923 [Code 1932, Sections 4168-4176] the provision which is indicated by the words in parenthesis.) (and not contrary to the constitution, rules and regulations of the Presbyterian Church in the United States, or the Synods of Tennessee, Louisiana, Mississippi and Alabama.)
This corporation further shall have and be vested with all the general powers conferred by the laws of the State of Tennessee upon corporations organized for general welfare purposes and upon all incorporated colleges and universities, not inconsistent with the provisions of this Charter and the Acts of the Legislature under which it is granted.
Witness our hands, this 25th day of March, 1924. (Signed)
Charles. E. Diehl
James I. Vance
W. McF. Alexander
B.A. Patch
W.E. Holt"
D.M. Pipes
A.A. Little
S.F. Hobbs
W.F. Dobyns
John Glassell
C.T. Thomson
J.D. Duncan
J.I. Burgett
Registered for Record and recorded in Charter Book No. 2, page 369, at Clarksville, Montgomery County, Tennessee, April 1, 1924.
Registered and certified to by the Secretary of State of the State of Tennessee April 3, 1924.
Recorded in Record Book No. 30, page 548, at Memphis, Shelby County, Tennessee, December 9, 1924.
Amendments to this information requires approval of the Rhodes Board of Trustees
