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Bylaws of the Suffield Players

Article X — Dissolution

Section 1.  Manner.  Authorization for the dissolution of the Corporation shall be effected in the following manner:

  1. The Board of Directors shall adopt a resolution recommending that the Corporation be dissolved, and directing that the question of such dissolution be submitted to a vote at a meeting, either special or regular, of the general membership.
  2. Written notices stating the purpose of such meeting is to consider the advisability of dissolving the Corporation shall be sent to each member entitled to vote at such a meeting.
  3. The resolution shall be adopted upon receiving at least two-thirds (2/3) of the votes entitled to be cast by the members present and constituting a quorum.

Section 2.  Cessation of Activity.  Upon members' adoption of the resolution, the Corporation shall cease to conduct its affairs except as may be necessary to notify creditors, collect assets and apply and distribute them, pursuant to a resolution duly adopted, as provided under the applicable laws of the state of Connecticut.

Section 3.  Distribution of Assets.  No plan of distribution of assets may be adopted which allows such assets to be distributed in any manner or to any organization(s) other than in such a manner which disposes of all assets of the Corporation exclusively as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).  Such property may be used by said group with the understanding that it will be returned to this Corporation should it re-form within five (5) years of the date of dissolution.  The real property of the Corporation will be transferred in accordance with the title restrictions existing thereon.