Epsilon Sigma Phi
The Extension Professionals' Organization

SECTION O - 

Governing Documents

CONSTITUTION

EPSILON SIGMA PHI  

The National Honorary Extension Fraternity, Inc.  

 

ARTICLE I - NAME  

 

The name of this association shall be Epsilon Sigma Phi--The National Honorary Extension Fraternity, Inc. 

 

ARTICLE II - CERTIFICATE OF INCORPORATION No. 20491  

We, the undersigned, all citizens of the United States, and a majority of the citizens of the District of Columbia, desiring to associate ourselves as a corporation pursuant to the provisions of Subchapter three (3) of Chapter eighteen (18) of the Code of Law for the District of Columbia, do hereby certify as follows:  First, The name or title by which this corporation shall be known in law shall be Epsilon Sigma Phi.  Second, the term for which it is organized shall be Perpetual. Third, the particular business and objectives of said corporation shall be the mutual improvement of the members of the above-named National Honorary Extension Fraternity. Fourth, the number of its trustees, directors or managers for the first year of its existence shall be seven. In testimony where, we have this 22nd day of May 1930, hereunto set our hands. 

William A. Lloyd (Seal) 

Gertrude L. Warren (Seal) Walter H. Conway (Seal) District of Columbia, sis: 

I, F.E. Singleton, a Notary Public in and for the District of Columbia, do hereby certify that William A. Lloyd, Gertrude L. Warren, and Walter H. Conway, parties to a certain Certificate of Incorporation bearing date on the 22nd of May, 1930, and hereunto annexed, personally appeared before me in said District the said William A. Lloyd, Gertrude L. Warren, and Walter H. Conway, being personally well known to me as the person who executed the said Certificate of Incorporation, and acknowledged the same to be their act and deed. 

Given under my hand and seal this 22nd day of May, 1930. 

 

F.E. Singleton 

My commission expires May 4, 1933 

 

(Notaries Seal) CERTIFICATE OF AMENDMENT OF EPSILON SIGMA PHI NATIONAL HONORARY EXTENSION FRATERNITY 

Articles of Incorporation of 22nd day of May 1930, amended to read as follows: 

       

 

ARTICLE III - PURPOSE  

The purpose of this association shall be exclusively charitable and educational within the meaning of Section 501(c) (3) of the Internal Revenue code of 1954 (or the corresponding provision of any future United States Internal Revenue Law). This purpose includes, but is not limited to, recognizing excellence in the Extension community; providing opportunity for networking, fellowship, and collaborative efforts; fostering leadership development through mentoring Extension professionals in the philosophy and professional practice of Extension education; and facilitating professional development. 

 

ARTICLE IV - MEMBERSHIP  

Epsilon Sigma Phi is an equal opportunity/affirmative action fraternity. Epsilon Sigma Phi is committed to the active involvement of all its members regardless of race, color, sex, age, religion, national origin, disability, or veteran status. Epsilon Sigma Phi values and seeks a diverse membership. 

Section 1. - MEMBER An Extension professional (currently employed by or retired from an entity of the Cooperative Extension System) who has exhibited excellence in programming and leadership.  Members continue to provide leadership and excellence in Extension programming throughout their career and during retirement.  

Section 2. - MEMBER-AT-LARGE. An individual who meets the above qualifications, but is located where there is no affiliated chapter, or does not currently meet the length of service requirements of their state chapter, may pay annual dues directly to the National ESP Executive Director and become a member-at-large, with all the rights and privileges of an active member. 

Section 3. - LIFE MEMBERSHIP. Members, who are retired from the Cooperative Extension System, may obtain a paid-up life membership by paying an amount equal to five times the annual dues at the time of the purchase of paid-up life membership.  These members hold equal rights and privileges to those paying annual dues. 

Section 4. - TRANSFER OF MEMBERSHIP. A member may transfer membership when the National ESP Executive Director receives notice from the secretary of the chapter accepting the transfer. 

Section 5. - CHAPTER INCORPORATION/AFFILIATION. The basic operating unit shall be a chapter within a state, territory, or similar geographic area. To establish a chapter, a group of Extension professionals may petition the National ESP Council. If approved, a chapter name will be assigned and a charter granted. 

Section 6. - CHAPTER TERMINATION. A chapter's charter may be terminated by the National ESP Council when the chapter does not support the purpose of Epsilon Sigma Phi, as set forth in Article III.  

Section 7. – CHAPTER DEACTIVATION: When a chapter whose membership falls below 5 annual members the chapter shall be considered to be inactive and the remaining Annual Members shall be considered to be Members-At-Large.  When a chapter becomes inactive the chapter shall forfeit the rights of an active chapter including but not limited to receiving the right to have a chapter delegate to the National Council Meeting and the right for reimbursement for a delegate to the JCEP Leadership Conference.   Members-At-Large have the same individual member rights as those members who are Annual Members in good standing. 

ARTICLE V - BUSINESS  

Section 1. - PLACE OF BUSINESS.  The principal place of business of Epsilon Sigma Phi shall be the National Headquarters Office. 

Section 2. - FISCAL YEAR.  The fiscal year of Epsilon Sigma Phi shall begin on the first day of January and end on the last day of December. 

Section 3. - NATIONAL ESP COUNCIL The voting membership of the National ESP Council shall consist of the (1) National ESP Board and (2) delegates, from chapters and (3) the total group of members-at-large, as determined by a formula in the Standing Rules and Policies. 

Section 4. - NATIONAL ESP COUNCIL MEETING The annual meeting of the National ESP Council of Epsilon Sigma Phi shall be held at a time and place determined by the National ESP Board. 

Section 5. - INUREMENT OF INCOME No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, its members, officers, or other private persons except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered. 

Section 6. - LEGISLATIVE OR POLITICAL ACTIVITIES No substantial part of the activities of the corporation shall be the carrying on of propaganda or otherwise attempting to influence legislation. The corporation shall not participate in or intervene in (including the publishing or distributing of statements) any political campaign on behalf of any candidate for public office. 

Section 7. - OPERATIONAL LIMITATIONS Notwithstanding any other provisions of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal Income Tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), or (b) by a corporation, contributions, to which are deductible under Section 170(c)(2) of the Internal Revenue code of 1954 (or the corresponding provision of any future United States Internal Revenue Law). 

 

ARTICLE VI - LIABILITY  

Epsilon Sigma Phi shall in no way be liable for the acts of individual members of the National ESP Council, nor for officers who may act beyond their authority.  Officers individually or collectively shall not be liable for Epsilon Sigma Phi, unless they have acted beyond their authority as officers. 

 

ARTICLE VII - NON-PROFIT CORPORATION  

Epsilon Sigma Phi shall be a non-profit corporation under Section 501(c) (3) of the Internal Revenue Code. 

 

ARTICLE VIII - DISSOLUTION  

If upon dissolution of Epsilon Sigma Phi the assets exceed the outstanding obligations, such balances shall accrue to and be administered through the National 4-H Council, a corporation chartered by the State of Ohio and organized as a tax exempt educational agency.  Upon the dissolution of the corporation, if the National 4-H Council is no longer in existence or does not qualify as an exempt organization under Section 501(c)(3) of the Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue Law) then the National ESP Board shall, after paying or making provisions for the payment of all the liabilities of the corporation dispose of all the assets of the corporation exclusive for the purposes of the corporation in such a manner, and to such other organization or organizations organized and operated exclusively for charitable, educational or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue Law), as the National ESP Board shall determine.  Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes. 

 

ARTICLE IX - AMENDMENTS  

The Constitution may be amended by two-thirds (2/3) vote of the ballots cast by the National ESP Council in session or by mail.  Notice of proposed amendments shall be sent to chapter presidents at least thirty (30) days before balloting. 

  • Ø  I, Wayne Bath, President certify that the written consent of two-thirds of the National ESP Council, being first had and obtained, file the following amendments to the Certificate of Incorporation, heretofore filed on May 22, 1930. 

Wayne Bath (Seal) 

I, Richard A. Swantz, a Notary Public in and for the County of Whitman, in the State of  Washington do hereby certify that Wayne Bath, President of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

(Notarial Seal)                                                                                     Richard A. Swantz 

  • Ø  I, Robert C. Clark, Secretary certify that the written consent of two-thirds of the National ESP Council, being first had and obtained, file the following amendments to the Certificate of Incorporation, heretofore filed on May 22, 1930. 

Robert C. Clark (Seal) 

I, Daniel K. Nichols, a Notary Public in and for the County of Dane, in the State of Wisconsin do hereby certify that Robert C. Clark, Secretary of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

(Notarial Seal)                                                                                               Daniel K. Nichols 

  • Ø  I, Richard R. Angus, President certify that the written consent of two-thirds of the National ESP Council, being first had and obtained, file the following amendments to the Certificate of Incorporation, heretofore filed on May 22, 1930. 

Richard R. Angus 

I, Norman E. Pruitt, a Notary Public in and for the County of Prince George's, in the 

State of Maryland do hereby certify that Richard R. Angus, President of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed.  Norman E. Pruitt 

  • Ø  I, Gail Shellberg, Secretary, certify that the written consent of two-thirds of the National ESP Council, being first had and obtained, file the following amendments to the Certificate of Incorporation, heretofore filed on May 22, 1930. 

Gail Shellberg 

I, Barbara Bailey Pullen, a Notary Public in and for the County of Larimer, in the State of Colorado, do hereby certify that Gail Shellberg, Secretary of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

Bobbie Bailey Pullen 

  • Ø  I, Bill Braden, President, certify that the written consent of two-thirds of the National ESP Council, being first had and obtained, filed the following amendments to the Certificates of Incorporation, heretofore filed on May 22, 1930. 

Bill Braden 

I, Barbara Elliott, a Notary Public in and for the County of Brazos in the State of Texas do hereby certify that Bill Braden, President of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

Barbara Elliott 

  • Ø  I, Judith S. Carlson, Executive Secretary/Treasurer, certify that the written consent of two-thirds of the National ESP Council, being first had and obtained, filed the following amendments to the Certificates of Incorporation, heretofore filed on May 22, 1930. 

Judith S. Carlson 

I, Sandra R. Gregg, a Notary Public in and for the County of Otter Tail in the State of 

Minnesota do hereby certify that Judith S. Carlson, Executive Secretary of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

Sandra R. Gregg 

  • Ø  I, Margaret Viebrock, certify that This Constitution was amended by a two-thirds (2/3) vote of the ballots cast by the National ESP Council in session.  Notice of proposed amendments was sent to the chapter presidents at least thirty (30) days before balloting.  These are amendments of the Certificates of Incorporation, heretofore filed on May 22, 1930. 

Date:   February 7, 1997 Signed:  (Margaret A. Viebrock)  

President 

I, Nancy Willms , a Notary Public in and for the County of Douglas , in the State of Washington, do hereby certify that Margaret Viebrock, President of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

Date: February 7, 1997 Signed:  (Nancy Willms)  

Notary Public 

(Seal) 

  • Ø  I, Judith S. Carlson, certify that This Constitution was amended by a two-thirds (2/3) vote of ballots cast by the National ESP Council in session. Notice of proposed amendments was sent to the chapter presidents at least thirty (30) days before balloting. These are amendments of the Certificates of Incorporation, heretofore filed on May 22, 1930. 

Date: February 11, 1997 Signed: (Judith S. Carlson)  

Executive Officer 

I, Larry Doss, a Notary Public in and for the County of Otter Tail in the State of 

Minnesota, do hereby certify that Judith S. Carlson, National ESP Executive Director of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

Date: February 11, 1997 Signed:  (Larry A. Doss)  

Notary Public 

Seal 

  • Ø  I, Bernadette G. Watts, certify that This Constitution was amended by a two-thirds (2/3) vote of the ballots cast by the National ESP Council in session. Notice of proposed amendments was sent to the chapter presidents at least thirty (30) days before balloting. These are amendments of the Certificates of Incorporation, heretofore filed on May 22, 1930. 

Date: January 11, 2000 Signed:  (Bernadette G. Watts)  

Bernadette G. Watts, President 

I, Judy K. Fulp, a Notary Public in and for the County of Wake in the State of North Carolina, do hereby certify that Bernadette G. Watts, President of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

Date: January 11, 2000 Signed: (Judy K. Fulp)  

Judy K. Fulp, Notary Public 

  • Ø  I, Judith S. Carlson, certify that This Constitution was amended by a two-thirds (2/3) vote of the ballots cast by the National ESP Council in session.  Notice of proposed amendments was sent to the chapter presidents at least thirty (30) days before balloting.  These are amendments of the Certificates of Incorporation, heretofore file on May 22, 1930. 

Date: January 11, 2000 Signed:  (Judith S. Carlson)  

Judith S. Carlson, National ESP Executive Director 

I, Susan Lukken, a Notary Public in and for the County of Otter Tail in the State of 

Minnesota, do hereby certify that Judith S. Carlson, Executive Officer of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

Date: January 11, 2000 Signed:   (Susan L. Lukken)  

Susan L. Lukken, Notary Public 

  • Ø  I, Linda D. Cook, certify that This Constitution was amended by a two-thirds (2/3) vote of the ballots cast by the National ESP Council in session.  Notice of proposed amendments was sent to the chapter presidents at least thirty (30) days before balloting.  These are amendments of the Certificates of Incorporation; heretofore file on May 22, 1930. 

Date: November 12, 2005 Signed:  (Linda D. Cook)  

Linda D. Cook, National ESP Executive Director 

I, ,a Notary Public in and for the County of Alachua in the State of Florida, do hereby certify that Linda D. Cook, Executive Officer of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. Date: Signed:  

Notary Public 

  • Ø  I, Robert M. Ohlensehlen, certify that This Constitution was amended by a two-thirds (2/3) vote of the ballots cast by the National ESP Council in session.  Notice of proposed amendments was sent to the chapter presidents at least thirty (30) days before balloting.  These are amendments of the Certificates of Incorporation; heretofore file on May 22, 1930. 

Date: October 17, 2011 Signed:  (Robert M. Ohlensehlen)  

Robert M. Ohlensehlen, National ESP Executive Director 

I, Jeana Kienzle,a Notary Public in and for the County of Twin Falls in the State of 

Idaho, do hereby certify that Robert M. Ohlensehlen, Executive Director of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. 

Date: October 17, 2017 Signed: (Jeana L. Kienzle), Notary Public 

Date: October 17, 2017 Signed:  (Robert M. Ohlensehlen)  

  • Ø  I, Robert M. Ohlensehlen, certify that This Constitution was amended by a two-thirds (2/3) vote of the ballots cast by the National ESP Council in session.  Notice of proposed amendments was sent to the chapter presidents at least thirty (30) days before balloting.  These are amendments of the Certificates of Incorporation; heretofore file on October 20, 2017. 

Date: October 20, 2011 Signed:  (Robert M. Ohlensehlen)  

I, Jeana Kienzle,a Notary Public in and for the County of Twin Falls in the State of 

Idaho, do hereby certify that Robert M. Ohlensehlen, Executive Director of Epsilon Sigma Phi, personally appeared before me and acknowledged the above Certificate of Amendment to be their act and deed. Robert M. Ohlensehlen

            Date: October 12, 2017 Signed: (Jeana L. Kienzle), Notary Public 




Epsilon Sigma Phi is a
501(c)3 non-profit organization.


55 Walton Place Drive
Newnan, GA 30263
470-347-0394

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