Reporting

Public Legal Information

The Callen Foundation provides full exposure by publishing our IRS & State Of Ohio approval documents. We also keep our site at the Ohio Attorney General's Non-Profit Registration website current annually. Any questions regarding these documents should be directed to Chris D. Callen [email protected]

IRS 501(c)3 Application: IRS 501(c)3 Application 

IRS 501(c)3 Approval: IRS Approval 

Federal Tax ID Number: 45-3912882

Ohio501(c)3 Application: Ohio App

Ohio 501(c)3 Approval: Ohio Certification

BYLAWS OF THE CALLEN FOUNDATION

Version: July 1, 2025



ARTICLE I: NAME AND PURPOSE

Section 1. Name
The name of the organization is The Callen Foundation (hereinafter referred to as "the Foundation").

Section 2. Purpose
The Foundation is organized exclusively for charitable purposes under Section 501(c)(3) of the Internal Revenue Code. Its mission is to raise funds to provide emergency financial assistance to military families. All requests for assistance are vetted exclusively through the Ohio National Guard to verify true need. The Foundation ensures that 100% of all public contributions are used directly to fund the troops, with all administrative and operational costs covered by the Callen family.

Section 3. Principal Office
The principal office of the Foundation is located at 509 W Lakeshore Dr. A3, Port Clinton, OH 43452. The Foundation may establish additional offices as designated by the Board of Directors.

Section 4. Contact Information
The official contact email for the Foundation is [email protected].

ARTICLE II: BOARD OF DIRECTORS

Section 1. General Powers
The affairs of the Foundation are managed by its Board of Directors (hereinafter "the Board"), which has all powers necessary to fulfill the Foundation’s mission in accordance with these bylaws and applicable laws.

Section 2. Number and Composition
The Board consists of a minimum of three (3) and a maximum of seven (7) directors. Currently, there are four (4) active directors, one (1) non-participating attorney serving in an advisory capacity. Additionally, there is one (1) backup trustee (Adam C. Callen) available if needed.

Section 3. Election and Term of Office
Directors are elected at the annual meeting by a majority vote of the current directors. Each director serves a three (3)-year term and may be re-elected for additional terms. Terms are staggered to ensure continuity. Currently, due to necessity and expediency Chris D. Callen holds all three elected positions. Note- With a reasonable time frame Financials and meeting notes and minutes are always available to all Board members at any time they request

Section 4. Qualifications
Directors must be committed to the Foundation’s mission and comply with legal requirements, including submitting an annual conflict of interest statement. They must also attend all annual and emergency meetings and reply to requests from other Board Members in a timely fashion. Failure to do so, without a reasonable explanation, will result in a request to remove the Board member from the Board,

Section 5. Vacancies
Vacancies on the Board may be filled by a majority vote of the remaining directors. A director elected to fill a vacancy serves the unexpired term of their predecessor.

Section 6. Removal
A director may be removed, with or without cause, by a two-thirds (2/3) vote of the remaining directors.

Section 7. Compensation
Directors serve without compensation but may be reimbursed for reasonable expenses incurred in performing their duties.

ARTICLE III: MEETINGS OF THE BOARD

Section 1. Annual Meeting
The Board holds an annual meeting each year to elect officers (if necessary), review the Foundation’s financials, and discuss key activities and developments from the past year. The time and place are determined by the Board. This meeting may or may not be a physical meeting or may or may not be a video conference using programs such as Zoom. Minutes of all meetings shall be maintained and a summary sent to all Board members in a reasonable time following the meeting.

Section 2. Regular and Special Meetings
Additional regular meetings may be scheduled by the Board. Special meetings may be called by the President or any two (2) directors with at least five (5) days’ notice.

Section 3. Notice
Notice of all meetings must be provided to each director at least five (5) days in advance, unless waived. Notice may be delivered via mail, email, or other electronic means.

Section 4. Quorum
A majority of the directors in office constitutes a quorum. Decisions require a majority vote of directors to be present at a meeting with a quorum.

Section 5. Voting
Each director has one (1) vote. Voting may occur in person, by proxy, or electronically, as determined by the Board.

ARTICLE IV: OFFICERS

Section 1. Titles and Duties
The officers include a President, Secretary, and Treasurer. Additional officers may be appointed as needed.

• President: Presides over meetings, oversees activities, and ensures Board directives are implemented.
• Secretary: Maintains records, including meeting minutes, and ensures notices are given.
• Treasurer: Oversees finances, ensures accurate records, and presents reports at the annual meeting.

Section 2. Election and Term
Officers are elected by the Board at the annual meeting and serve a one (1)-year term, renewable for additional terms.

Section 3. Vacancies
A vacancy in any office may be filled by the Board for the unexpired term.

ARTICLE V: COMMITTEES

Section 1. Establishment
The Board may create standing or special committees to perform specific functions, each with a defined purpose and reporting to the Board.

Section 2. Composition
Committees consist of at least two (2) directors and may include non-directors as deemed appropriate.

ARTICLE VI: CONFLICT OF INTEREST

Section 1. Policy
The Foundation maintains a conflict of interest policy to protect its interests in transactions or arrangements that may benefit a director or officer privately.

Section 2. Annual Statements
Each director and officer must annually sign a statement affirming they have received, read, and will comply with the conflict of interest policy.

Section 3. Disclosure and Recusal
Directors or officers with a potential conflict must disclose it to the Board and recuse themselves from related decisions.

ARTICLE VII: FINANCES

Section 1. Fiscal Year
The fiscal year runs from January 1 to December 31.

Section 2. Funding Model
The Foundation ensures that 100% of public contributions fund emergency financial assistance for Ohio military and their immediate families. All administrative and operational costs are covered by the Callen family.

Section 3. Financial Records
The Treasurer maintains accurate records, reviewed at the annual meeting and available to the public as required by law.

Section 4. Fundraising
Funds are solicited from veteran service organizations (e.g., VFW, AMVETS, American Legion), other groups, and the public via events (e.g., 5K runs, poker runs, community events) and online platforms (e.g., Venmo, Zelle, GoFundMe).

Section 6. Bank And Credit Card Accounts
CHASE Bank is the bank that maintains the Foundation checking account and credit cards. Currently only Chris Callen has administrative access to these accounts. The back up Board member, Adam Callen has access the account upon the death of Chris Callen. Currently only Chris Callen has access to the checking account and credit card.

Section 7. Accounting
Currently the CPA firm Nichols & Company CPA, located at 507 Executive Campus Dr, Westerville, Ohio 43082 provides the monthly bookkeeping and financial reporting for the Foundation. Their website is Nichols-cpas.com

Currently Floyd Green, CPA, PC provides the annual tax filings for the Foundation. They can be contacted at (877) 457-2250. The website address is floydgreencpa,com 

Section 7. Financial & Legal Reporting

Currently Chris D. Callen, Founder and President of the Foundation, keeps the annual financial and legal reporting to the Ohio Secretary of State, The Ohio Attorney General, the Internal Revenue Service and the State Of Ohio – Taxation Department updated as necessary by law.    

ARTICLE VIII: AMENDMENTS

Section 1. Procedure
These bylaws may be amended by a two-thirds (2/3) vote of the Board at any regular or special meeting, with proposed amendments provided to directors at least ten (10) days in advance.

ARTICLE IX: DISSOLUTION

Section 1. Procedure
Upon dissolution, after settling all liabilities, remaining assets will be distributed to another 501(c)(3) organization with a similar mission, as decided by the Board.

ARTICLE X: MISCELLANEOUS

Section 1. Compliance
The Foundation complies with all federal and Ohio state laws governing nonprofits.

Section 2. Indemnification
Directors and officers are indemnified to the fullest extent permitted by law against expenses or liabilities from actions taken on behalf of the Foundation.

Section 3. Website & Facebook Page
Currently Chris Callen maintains the updates for the Foundation website, www.thecallenfoundation and the Facebook page, The Callen Foundation,

These bylaws were adopted by the Board of Directors of The Callen Foundation on July 1,  2025.