========================== begin transcript ========================== MINUTES OF THE FIRST MEETING OF THE BOARD OF DIRECTORS OF MINNESOTA SCIENCE FICTION SOCIETY February 23, 1972 The first meeting of the directors of Minnesota Science Fiction Society was held on the 23rd day of February, 1972, at 1020 Dain Tower, Minneapolis, Minnesota, pursuant to due call. The following named persons, being all of the directors named in the Articles of Incorporations, were present: Frank Stodolka Brian Toren Robert A. Schmelzer Mr. Stodolka acted as President of the meeting. Upon motion duly made and seconded, the following resolution was unanimously adopted: BE IT RESOLVED that the present board of directors recommend to the membership at the first annual meeting of the Society to fix the number of directors for the year at five (5). Upon due nomination, officers until the first annual meeting of members are: Frank Stodolka President Lynne Torline Vice President and Secretary Margaret Lessinger Treasurer The President reported that the Articles of Incorporation were file in the office of the Secretary of State of the State of Minnesota on the 22nd day of February, 1972, and were duly recorded; that Certificate of Incorporation No. J 975 was issued by the Secretary of State on the 22nd day of February, 1972, and that the Articles of Incorporation were duly recorded in the office of the Register of Deeds for Hennepin County. Upon motion duly made, seconded and unanimously carried, the Secretary was instructed to procure a suitable minute book and to insert therein the original copy of the Articles of Incorporation, the original Certificate of Incorporation and the receipt of the Secretary of State acknowledging the payment of the required fees, and such other papers as are customarily kept in such book. There was presented a form of By-Laws for the regulation of the affairs of the society which were read clause by clause. Thereupon, and upon motion duly made and seconded, the following resolution was adopted: BE IT RESOLVED that the By-Laws submitted to and read at this meeting, consisting of Articles I through VIII, be and the same are hereby adopted as read for the By-Laws of Minnesota Science Fiction Society. BE IT FURTHER RESOLVED that the secretary be and he is hereby directed to cause the copy of the By-Laws so signed to be inserted in the appropriate place in the minute book. On motion duly made and seconded, the following resolution was also unanimously adopted: BE IT RESOLVED that the society shall not adopt a seal. Upon motion duly made, seconded and unanimously passed, the officers were authorized and directed to pay all organization expenses out of the funds of the society and to reimburse the individual officers who have advanced any part of said expenses. Upon motion duly made and seconded, the following resolution was unanimously adopted: BE IT RESOLVED that the First National Bank of Minneapolis, Minneapolis, Minnesota, and/or any of its branches, are hereby designated as the depository of the funds of this society. BE IT FURTHER RESOLVED that such accounts as may be determined by the officers be opened at said bank as the officers may decide and that checks of this society drawn on said bank and orders for withdrawal of the funds of this society on deposit, in whatever form, shall be signed by the President or the Treasurer. BE IT FURTHER RESOLVED that the officers be and they are hereby authorized to execute any form of resolution presented by said bank for these purposes which are not inconsistent with the authority hereby granted. Upon motion duly made and seconded, the following resolution was unanimously adopted: BE IT RESOLVED that the officers be and they are hereby authorized to prepare and file Form 1023 and other necessary statements and material with the Internal Revenue Service to secure an exemption from taxation under Section 501 (a) of the Internal Revenue Code. Upon motion duly made and seconded, the following resolution was unanimously adopted: BE IT RESOLVED that the annual meeting of the voting members be held on Saturday, March 25, 1972, at two o'clock p.m., at 3755 Pillsbury Avenue, Minneapolis, Minnesota. BE IT FURTHER RESOLVED that the secretary be and he is hereby authorized and directed to arrange for preparing and mailing all required notices in connection with set forth annual meeting. Upon motion duly made and seconded, the following resolution was unanimously adopted: BE IT RESOLVED that Articles I Section 2a of the By-Laws be amended to provide as follows: Voting member shall mean any person who attends in excess of six meetings, has requested membership and has given his name and address to the secretary. For purposes of the first annual meeting of the Society, voting member shall mean any person who meets the above qualifications together with any persons who signed as incorporators on the Articles of Incorporation. There being no further business, the meeting was thereupon duly adjourned. Robert A. Schmelzer, Secretary pro tem Attest: ____________________ =========================== end transcript =========================== [This transcript created in 2015 by Matt Strait. The source is the original paper copy kept in the book (presumably) herein referenced. This transcript approximately reproduces the format of the original, and also lovingly reproduces at least one typo on purpose (the duplication of "Minneapolis"). {Oh wait, that's not an error at all, because the first one is part of the name of the bank and the second is the location of the bank. See, this is why it is bad to try to correct errors.} And yes, the "attest" line is blank. Quite possibly some new typos have been introduced or old ones inadvertently corrected.]