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ARTICLE VI: GENERAL FISCAL POWERS
6.1. GENERAL POWERS: Subject to the provisions of Article V, the Trustees shall have the power to own, hold, manage, control, operate, care for, protect, and preserve the Trust Estate, and to collect and receive the income and profits therefrom, and the increments thereof, and to make contracts with respect to the Trust Estate or any portion thereof, and to bind the Trust Estate therefor, and to apply and use all or any part of the Trust Estate to effectuate the objects of the Foundation, all in accordance with the sole discretion and judgment of the Trustees.
6.2. PRINCIPAL AND INCOME: The Trustees shall have the power to determine, from time to time, whether or not there shall be any division of the Subservient Estate between "principal" and "income" and to determine what is "principal" and what is "income"; and in any instance in which it may be material, necessary, or desirable, the Trustees shall have the power, in their sole discretion and judgment, to determine how all receipts and disbursements shall be credited, charged, apportioned, accrued, or otherwise divided, prorated, or accounted for as between principal and income or as between separate funds or accounts; and the decision of the Trustees in all such cases shall be final.
6.3. REAL ESTATE: The Trustees shall have power, either (a) for the purpose of carrying out of the objects of the Foundation or (b) for investment or reinvestment of the Subservient Estate: To purchase or otherwise acquire improved and unimproved real estate, or any interest or division of interest therein, wherever situated, both within the continental United States of America and outside thereof; to lease any real estate at any time for any period of time and upon such terms and conditions as the Trustees, in their sole discretion and judgment, shall consider proper or appropriate; to erect improvements of any kind on real estate owned by or leased to the Foundation, to make alterations and additions thereto, and to keep such improvements upon such real estate, or any part thereof, insured and in good repair to such extent as the Trustees may deem advisable; to grant easements or charges of any kind upon or against such real estate; to make contracts or arrangements for party walls or in relation thereto; to let or otherwise put out at rental any such parcels of real estate upon such terms and conditions and for such rental as the Trustees, in their sole discretion and judgment, shall deem appropriate and proper; and to release, convey, or assign any right, title, or interest in or to such real estate or any part or portion thereof or interest therein, freed and released of and from the trusts herein imposed, upon such terms and conditions and for such considerations, or for no consideration, as the Trustees, in their sole discretion and judgment, shall consider proper or appropriate.
6.4. TANGIBLE PERSONAL PROPERTY: The Trustees shall have the power either (a) for the purposes of carrying out the objects of the foundation or (b) for investment or reinvestment of the Subservient Estate: To purchase or otherwise acquire tangible personal property of all kinds and descriptions wheresoever located both within the continental United States of America or outside thereof; to sell, exchange, or otherwise dispose of, from time to time, freed and released of and from the trusts herein imposed, any or all of such tangible personal property for such prices and upon such terms and conditions as the Trustees, in their sole discretion and judgment, shall consider necessary or appropriate; to apply, use, and consume such tangible personal property as the Trustees, in their sole discretion and judgment, shall deem necessary and appropriate for carrying out the objects of this Foundation.
6.5. SECURITY INVESTMENTS: The Trustees shall have the power, and are authorized, to invest and reinvest any portion or all of the Subservient Estate in bonds, stocks, mortgages, or other securities as the Trustees, in their sole judgment and discretion, shall deem proper and appropriate; and in making such investments, the Trustees shall not be restricted to investments prescribed by the statutes or laws of the United States of America, of any state or territory of the United States of America, of any foreign country or sovereign, which may be in force from time to time with respect to the investment of trust funds or diversification of investment of trust funds; but the Trustees shall have the right to invest in such stocks, bonds, debentures, and other investments, listed or unlisted, as the Trustees may deem suitable for investment, notwithstanding any such statutes or laws regarding investment and the diversification of investments by Trustees; and the Trustees shall have the right to invest and reinvest in securities, investments, or other property when the right to acquire the same by purchase, subscription, conversion, or otherwise arises out of, or by virtue of, or as an incident to, any securities, investments, or other property at any time held by the Trustees.
6.6. VOTING POWERS--SECURITIES OF BUSINESS ORGANIZATION: The Trustees shall have full power and authority to vote any shares of capital stock or other securities of any corporation, business trust, or other business association, and all such shares of stock owned by the Trustees may be voted by any one or more of the Trustees present at any meeting when votes are taken, provided they have proxies from a majority of the Trustees; they shall have full power and authority to vote, either in favor of or against any reorganization, consolidation, merger, or dissolution of any corporation, business trust, or business association, shares of stock or other securities of which are held in the Subservient Estate, and to enter into agreements with reference to the reorganization, consolidation, merger, or dissolution of any such corporation, business trust, or other business association; also, to consent to the sale of the property of, or the readjustment of the finances of, any such corporation, business trust, or other business association; and to do and to perform any act with reference to such securities or shares of capital stock, necessary, proper, or convenient in connection with any such proposed reorganization, consolidation, readjustment, or sale; and in case any of the securities or shares of capital stock so forming part of the Subservient Estate at any time shall contain a right, option, or privilege to the holders thereof to convert the same into other securities or shares of capital stock, or in case the right, option, or privilege shall be given to the holders of such securities or shares of capital stock to subscribe for additional securities or shares of capital stock, the Trustees are authorized and empowered, in their discretion, to exercise such options, rights, and privileges, from time to time, and to make payment therefor and to hold such securities or shares of capital stock so acquired as investments of the Subservient Estate.
6.7. POWER TO BORROW: The Trustees shall have the power to borrow money for the purpose (a) of carrying out the objects of the Foundation, (b) of improving, altering, or maintaining any real estate, or parcel thereof, owned or leased by the Trustees, (c) of protecting or preserving the Trust Estate or any part or portion thereof, (d) of investment, or (e) for such other purposes as the Trustees, in their sole discretion and judgment, shall consider proper and appropriate for carrying out any of the powers granted to the Trustees under the terms of this Declaration of Trust; and in borrowing such money, the Trustees shall have the power to fix the terms of any such loans and to mortgage, pledge, or hypothecate the Subservient Estate, or any part or portion thereof, as security for the payment of the principal and interest of all or any of such loans.
6.8. POWER TO LOAN: The Trustees shall have power to loan money to any institution, organization, corporation, fund, or group of persons created or organized for purposes in accord and harmonious with, or supplemental to, the objects of the Foundation; and in making such loans, the Trustees shall fix the terms of such loans and may require, or may not require, security for the payment of the principal and interest of such loans. All such loans shall be used and applied solely for the purpose of carrying out the objects for which the Foundation is created.
6.9. NOMINEES: The Trustees shall have and hereby are given full power and authority to appoint individual or corporate nominees for the sole purpose of holding title to any securities belonging to the Subservient Estate, so that the transfer of said securities and the execution of proxies, contracts, and similar documents relating to the exercise of powers and rights under the terms of such securities may be facilitated. If any such nominee or nominees be appointed, they shall deal with such securities only upon the instructions of the Trustees and shall be vested with no independent power or authority over, or pertaining to, any such securities or over, or pertaining to, any rights incident to the ownership of such securities.
6.10. SUBSIDIARY AND AFFILIATED CORPORATIONS: The Trustees shall have the power to form and organize, or cause to be formed and organized, under the laws of the United States of America or under the laws of any state or territory of the United States of America or under the laws of any foreign country or sovereign, such corporations or associations, for profit or not for profit, as the Trustees, in their sole discretion, shall consider appropriate, expedient, or useful for carrying out, or for assisting in carrying out, the objects of the Foundation and for any matters or things incident thereto, and for holding, managing, operating, using, investing, or placing to profit any part or portion of the Subservient Estate; and such corporations shall have such powers, names, and organizations as to the Trustees shall seem appropriate. The Trustees may transfer and deliver to such corporations or associations, or one or more of them, title to, and the possession, custody, management, and operation of, any portion or all of the property of the Subservient Estate; and any and all such corporations or associations shall thereupon become the complete legal owners thereof with full and complete power to invest and reinvest, to sell, transfer, assign, exchange, or otherwise dispose of, to let or otherwise put to profit, to mortgage, pledge, or otherwise encumber or charge the property so transferred to such corporation or association, free and clear of this trust and of all equities therein, the same as if said property had not been part of the Trust Estate. The net income or net profits, if any, which may result from the activities of any such corporation so organized by the Trustees shall be paid over to, or held by any and all such corporations or associations subject to the direction of, the Trustees for accomplishment of the objects herein expressed. The Trustees shall at all times retain control of such corporations and associations either by confining membership therein to their own number or by holding or otherwise controlling all shares therein, except the qualifying shares. In no case shall any purchaser, pledgee, mortgagee, or holder of any other encumbrances given or created or suffered to be created by any such corporation be obliged to see to the application of moneys paid to him and any receipt or discharge given by any such corporation, or its duly authorized officer or officers, shall be a full and complete receipt or discharge to the person receiving the same. Subject to the provisions of Article V, the Trustees may entrust to any such corporation or association, or any one or more of them, plates or other media for the printing and reproduction of THE URANTIA BOOK and the printing, publishing, and sale of THE URANTIA BOOK.
6.11. ANCILLARY TRUSTEE: The Trustees, whenever and so often and for such periods of time as they may deem it necessary or advantageous so to do, shall have power, with full power of revocation, to appoint one or more persons or trust companies, or a combination of one or more persons and one or more trust companies, as ancillary trustee or trustees (hereinafter referred to collectively as "ancillary trustee") as to all or any part of the Trust Estate, and to transfer and deliver to such ancillary trustee the Trust Estate or any part or portion thereof for the administration, management, or safekeeping thereof; but such appointment shall be for a defined period of time, and such ancillary trustee as to all or any part of the Trust Estate, as the case may be, shall have all the rights, powers, duties, and discretions conferred upon the Trustees hereunder, to be exercised, however, in accordance with any limitation herein contained or which may be imposed in the instrument of appointment. If the Trustees shall reserve power of direction over the activities, or any portion thereof, of such ancillary trustee, the ancillary trustee shall not be responsible in any way if such directions are followed. Upon the expiration of the period for which such ancillary trustee is appointed or upon the revocation of such appointment, the ancillary trustee shall return to the Trustees hereunder all the Trust Estate in the hands of such ancillary trustee at the time of said termination or revocation: and a receipt or release from the Trustees hereunder to such ancillary trustee shall discharge such ancillary trustee from all responsibility in connection with their acts as such ancillary trustee in the administration, preservation, management, or safekeeping of the Trust Estate transferred to such ancillary trustee. An ancillary trustee appointed as in this paragraph provided shall not be under any obligation to require any accounting from the Trustees hereunder and shall not be responsible in any way for any acts of the Trustees, whether before or after the appointment of the ancillary trustee. The instrument of appointment of such ancillary trustee and any revocation thereof shall be filed for record as provided in paragraph 9.1.
6.12. ADDITIONAL TRUSTEES: The Trustees shall have and are hereby given full power and authority to appoint any one or more persons or trust companies, or any combination of one or more persons and one or more trust companies, as additional trustee or trustees for the purpose of holding title to any real estate comprising part of the Subservient Estate. If such additional trustee or trustees shall be necessary, then the Trustees hereunder may confer upon and vest in any such additional trustee or trustees so appointed such powers and authority as the Trustees hereunder may deem advisable or necessary; provided, however, that the net income derived from any such real estate or other property, and the net proceeds arising from any sale thereof, shall be paid over by any such additional trustee or trustees then acting with reference to such real estate, to the Trustees, and shall be held and applied by the Trustees pursuant to the terms hereof. The instrument of appointment of such additional trustee or trustees shall be filed for record as provided in paragraph 9.1.
6.13. OPERATION OF BUSINESS ENTERPRISES: The Trustees shall have power to initiate, organize, and acquire and to maintain, continue, and operate, at the risk of the Subservient Estate and not at the risk of the Trustees, individually, any business enterprise which they may initiate, organize, or acquire, or which may be given, devised, or bequeathed to the Foundation, or to the Trustees thereof, or to sell, exchange, or otherwise dispose of the whole or any part of such business enterprise, on such terms and for such consideration as the Trustees shall deem desirable, proper, or appropriate. The Trustees may initiate, organize, continue, and operate any such business enterprise under such name and style and in such place or places as the Trustees, in their sole discretion and judgment, shall deem proper or appropriate. All the net income and net profits, if any, from any such business enterprise shall be paid over to, or held by such business enterprise subject to the direction of, the Trustees for the accomplishment of the objects herein expressed.
6.14. SETTLEMENT OF CLAIMS: The Trustees shall have power to adjust, compromise, settle, or forgive any claims for or against the Foundation, the Trust Estate, or the Trustees, upon such terms and conditions as the Trustees, in their sole discretion and judgment, shall consider proper and appropriate.
6.15. LITIGATION: The Trustees shall have the power in their names, as Trustees, or in the name of URANTIA FOUNDATION, to sue in any court of law or equity to protect or enforce any rights or interests of the Trustees in or related to or in any way connected with any of the Trust Estate or any part thereof or interest therein, the same as if they were the private and individual owners thereof, and to protect and enforce their rights to any gift, devise, bequest, or legacy, and to defend any suit against them as Trustees or against the Foundation or against any of the Trust Estate.
6.16. CUMULATIVE POWER AND AUTHORITY: The Trustees shall have full power to bind the Trust Estate without making themselves personally liable, and to do and perform any and all other acts which they may deem proper or appropriate for carrying out the objects for which the Foundation is created; and in general, subject to the limitation that the Trust Estate and the income therefrom and increments thereof shall be devoted to the objects for which the Foundation is created, the Trustees shall have every power and authority over the Trust Estate that they would have if, as individuals, they were jointly the absolute and unqualified owners thereof, and the enumeration of specific or special powers shall not be construed to limit or restrict the general powers and authority herein conferred by, or reasonably inferred from, the other provisions of this Declaration of Trust. None of the powers herein granted shall be exhausted by the exercise thereof but shall be continuing powers and may be exercised from time to time and as often as the Trustees, in their sole discretion and judgment, shall deem necessary, proper, or appropriate.
6.17. RIGHTS OF THIRD PARTIES: No purchaser, contractee, lessee, mortgagee, pledgee, or holder of any contract, obligation, or encumbrance shall be obligated to see to the application of the purchase moneys, rents, moneys borrowed or advanced upon or against the Trust Estate, or other moneys paid to the Trustees, or be obligated to see that the terms of this Declaration of Trust have been complied with, or be obligated to inquire into the necessity or expediency of any acts of the Trustees.
6.18. PAYMENT OF EXPENSES: The Trustees are authorized and empowered to pay all necessary and proper taxes, costs, charges, fees, and expenses in connection with the trust and the administration thereof, including the payment of fees to attorneys and agents employed by the Trustees from time to time and the payment of fees to ancillary trustees and additional trustees appointed pursuant to the powers herein granted and conferred. |
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