THE PUGET SOUND ANGLERS

South sound chapter

 

Articles of Incorporation

 REVISED AND RESTATED MARCH 12, 2005

 

 

Articles of Incorporation

The undersigned for the purpose of forming a Corporation under the Non-Profit laws of the State of Washington, RCW 24.03, hereby adopts the following Articles of Incorporation.

 

ARTICLE I

 

Name: The name of this Corporation shall be:

Puget Sound Anglers, South Sound Chapter

ARTICLE II 

Duration: The duration of this Corporation shall be perpetual

ARTICLE III 

Purpose: The organization shall be incorporated and operated as a non-profit, non-political and non-sectarian organization.  Its purpose shall be to preserve, protect and enhance the opportunities for sport fishing through educational, scientific, governmental and other activities consistent with the preservation and enhancement of fishery resources.  We believe that our fisheries resources can be restored to what it should be with sound biological management.  We believe in the comradeship and wishes of our fellow sport fishing anglers.  We believe that our grandchildren should have a higher quality fishery than we have ever experienced.

 

ARTICLE IV 

Powers: This Corporation shall have such powers as are set forth in revised code of Washington, Section 24.03.035, and such other powers as are granted to Non-Profit Corporations, and such other powers as are granted to Non-Profit Corporations in the State of Washington.  The Corporation shall not have a capitol stock nor issue shares.

 

ARTICLE V 

Prohibited Activities: No part of the net earnings of the Corporation shall accrue to the benefit or, be distributive to its officers, Directors, Members or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and the make payments and distributions in furtherance of the purposes set forth in Article III hereof.  Not withstanding any other provisions for these Articles, the Corporation shall not carry on exempt from Federal Income Tax under Section 501(c)(3) of a the Internal Revenue Service of 1954 (or the corresponding future revisions of any future United States Internal Revenue law,) or (B) by a Corporation contributions which are deductible under Section 170(c)(2) of the Internal Revenue code of 1954 (or the corresponding future revisions of any future United States Internal Revenue law.)

ARTICLE VI 

Organization:  This Corporation while not incorporated as a Section 501(c)(3) is organized exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.

ARTICLE VII 

Membership:  Membership in the Corporation shall be open to any member of the public whose South Sound Chapter dues are current, and who agrees to promote the purposes of this corporation as set forth in Article III of these Articles of Incorporation.

ARTICLE VIII 

Board of Directors:  Management of the Corporation shall be vested in a Board of Directors; The initial number of Directors shall not be less than six (6), and the number, qualifications, terms of offices, manner of election, time and place of meetings, and the powers and duties of Directors shall be such as are prescribed by the By-Laws of the Corporation.  The names and addresses of the persons to serve as the current Directors of this Corporation are as follows:

LeeRoy Wisner            Chehalis            President

Ed Lindsey                 Olympia            Vice President

Rick Meyer                 Olympia            Treasurer

Dee Glenn                  Olympia            Secretary

Bob Jamison               Tumwater         Board Member

Larry Skewis              Olympia            Board Member

Jerry Peterson            Lacey              Past President

 

ARTICLE IX 

By-Laws:  The authority to make By-Laws for the Corporation is hereby invested in the Board of Directors.

 

ARTICLE X 

Registered Agent and Registered Office:  The name of the registered Agent of the Corporation shall be Clint Muns.  The street address of the registered office, which is also the address of the registered agent shall be, 51 SE Arabian Rd., Shelton, WA 98584.

 

ARTICLE XI 

Dissolution:  Upon the winding up of and dissolution of this Corporation, after paying or adequately providing for the debts and obligations of the Corporation the remaining assets shall be distributed to a Non-Profit fund, Foundation, or Corporation which is organized and operated exclusively for charitable, educational, religious, and/or scientific purposes and which has established itís Tax exempt status under Section 501(c)(3) of the Internal Revenue code.

ARTICLE XII 

Amendments:  The Corporation reserves to the Board of Directors the right to amend, alter, change or repeal any provisions contained in these Articles of Incorporation.

 

ARTICLE XIII 

Liability of Directors:  The personal liability of all Directors of this Corporation for monetary damages for their conduct as a director shall be eliminated to the maximum extent permitted by Title 23B of the Revised Code of Washington, provided that this immunity shall not eliminate or limit the liability of any Directors for acts or omissions that involve intentional misconduct, a knowing violation of the law, conduct violating RCW 23B.08.310, or for any transaction from which the Director(s) personally receives a benefit in money, property, or services to which the Director(s) is not legally entitled.

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