Historical Commission Agenda and Packet 2013 11 20

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and assets of the Corporation shall be held and distributed solely for such purposes, except for the modest amounts needed for the expenses of administration of this Corporation in order to effectuate i t s purposes. This Corporation is not organized for the pecuniary profit of its directors, officers, or any other private individual; nor may it issue stock or declare or distribute dividends, and no part of its net income shall i nure, directly or i ndirectly, to the benefit of any director, officer, or any other private individual (except that reasonable compensation and expenses may be paid for services rendered); and any balance of money or assets remaining after the full payment of corporate obligations of all and any kinds shall be devoted solely to the charitable, educational and scientific purposes of the Corporation. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to influence Iegislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Upon the dissolution of the Corporation, all assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Third: ARTICLE VII of the ARTICLES OF INCORPORATION is amended in its entirety to read as follows: ARTICLE VII For the purposes set forth in Article III, and subject to the limitations and restrictions of the Internal Revenue Code and those set forth in Article III, the Corporation may have dues paying members but such members shall not be permitted to vote in the election or appointment of Directors, on any matters pertaining to the operation or governance of the Corporation, nor on the expenditure, lending or distribution of any Corporation monies, funds or assets. These Articles of Incorporation may be amended in a manner consistent with the requirements of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, by vote of two - thirds of the Directors called for the purpose of amending the Articles, provided that such proposed amendment shall be plainly stated in the call for the meeting at which they are to be considered. Notice of such meeting shall be sent or given to the Directors no later than fourteen days prior to the meeting. Fourth: The effective date of the Articles of Amendment herein adopted shall be January 1, 2014.