Pikes Peak Radio Amateur Association, Inc.

Articles of Incorporation

[Note: This page contains all typographical and spelling errors that are present on the original document.]


Articles of Incorporation

Pikes Peak Radio Amateur Association Inc.

KNOW ALL MEN BY THESE PRESENTS:

That we, Arthur J. Mayer, Pete S. Demario, and William R. Haskin, all residents of the State of Colorado, in pursuance of the general laws of the State of Colorado, particularly Article 19, Chapter 31, Colorado Revised statutes 1963, and in accordance with the provisions of such laws, do hereby make, execute and acknowledge this certificate in writing of our intention to become a non-profit membership corporation and do certify as follows:

FIRST. The corporate name of our said Corporation shall be The Pikes Peak Radio Amateur Association Inc.

SECOND. This corporation shall have perpetual existance.

THIRD. The object for which our said Corporation is formed and incorporated is for the purpose of:

1. To conduct a social and technical membership organization for the purpose of furthering the knowledge of it's members in the art of radio communications, and in furtherance of such purpose to hold meetings social gatherings, outings and other similar activities.

2. To have it's members participate in and to encourage others to participate in civil defense, public assistance, charitable fund drives and other similar activities, for which amateur radio is particularly adapted.

3. To take, hold, purchase, lease, exchange, improve, operate, develop, trade, deal in and otherwise acquire real and personal property and interests therein for the education, enlightenment, amusement, recreation, physical culture and social enjoyment of all persons who may at anytime become members thereof, and to promote, improve, develop, operate, use and enjoy any properties which may be so acquired to further it's technical and social activities.

4. To take, hold, purchase and otherwise acquire, and to use, operate, improve and develop, and to sell, transfer, mortgage, lease or otherwise dispose of money and property, real and personal and mixed, and any interest therin without limit as to amount or value, and to enjoy all the rights of ownership therein.

5. To make, enter into and perform contracts of every kind and description necessary, convenient, advantageous, advisable or expedient in carrying out the objects and purposes of this corporation with any person, firm, association, partnership, corporation, municipality, body politic, county, state, or federal government.

6. To draw, make, accept, endorse, execute and issue checks, promissory notes, bills of exchange, evidence of indebtedness, obligations, and negotiable or transferable instruments from time to time for any of the objects or purposes of the corporation and to secure the same by mortgage, deed of trust, pledge or lien on any or all of the property rights, privileges and franchises of the corporation wherever situated, acquired and to be acquired, and to sell or otherwise dispose of any or all of the same.

7. In general, to carry on any activities not contrary to the laws of the State of Colorado relating to corporations not for profit, and to have and exercise all the powers now, or hereafter conferred upon or permitted to such corporations, and to do any or all of the things hereinbefore specified to the same extent as natural persons could do as principal, trustee, agent or otherwise, and either alone or in association with others, provided always that no business shall be carried on and no powers shall be conferred upon or exercised by the corporation unless the same shall be such as shall in law be deemed non-profit, charitable, or educational.

8. The objects, powers and purposes hereinbefore specified in these Articles of Incorporation shall be in no wise limited or restricted by reference to, or inference from, the terms of any other clause of this or any other Article in these Articles, but shall be regarded as independent objects and pruposes and shall be construed as powers, as well as objects and purposes.

FOURTH. The business and affairs of the corporation shall be under the control and management of a Board of Directors consisting of eight members, each of whom shall be a member of the corporation, and Arthur J. Mayer, Pete S. Memario, Max Main, and Bryan Lord are hereby selected to act as directors until the regular annual meeting of the corporation to be held in October 1966, or until their successors shall be duly elected and qualify; and William R. Haskin, Wallace G. Rowland, Edward T. Pompea, and Harlan Talley, are hereby selected to act as directors until the regular annual meeting of the club to be held in October 1967, or until their successors shall be duly elected and qualify. Successors to these directors shall be elected for a term of two years by the members of the Club as provided in the bylaws.

FIFTH. This corporation shall have no capital stock nor shall the Board of Directors or the members at any time or in any event by dissolution or otherwise, be considered the owners of or entitled to any of the assets, funds or properties of said corporation, all of which assets and properties shall be exclusively and forever devoted to the technical, educational and charitable purposes expressed in these articles of Incorporation.

SIXTH. The principle office of said Corporation shall be located in Colorado Springs, County of El Paso and State of Colorado.

Seventh. The members of this corporation shall have power from time to time to make, alter or amend such by-laws as they shall deem proper for the management of the affairs of this corporation, and such adoption, change, amendment or repeal shall be done as provided in the by-laws. The officers of the corporation shall be elected as provided in the by-laws provided that all such officers shall be members of the Board of Directors.

EIGHTH. The corporation reserves the right to alter, amend, change or repeal any provisions contained in these Articles of Incorporation in the manner now or hereafter prescribed by law, provided these Articles cannot be so amended so that the purpose for which this corporation is formed shall be other than non-profit, charitable or educational.

IN TESTIMONY WHEREOF, we have hereunto set our hands and seal at Colorado Springs, Colorado on { Dec 14} 1965.

[SIGNED]
Arthur J. Mayer
Pete S. Demario
William R. Haskin

ARTICLES OF INCORPORATION OF PIKES PEAK RADIO AMATEUR ASSOCIATION INC. (CONT'D) STATE OF COLORADO
Colorado Springs, County of El Paso

I, SHIRLEY VINSON, in and for said County in the state aforesaid, do hereby certify that Arthur J. Mayer, Pete S. Demario and William R. Haskin whose names are subscribed to the foregoing certificate of incorporation, appeared before me this day in person, and acknowledged that they signed, sealed and delivered the said instrument of writing as their free and voluntary act, for the uses and purposed therein set forth.

Given under my hand and notarial seal, this {14th} day of {December} A.D. 1965.

[SEAL]

My commision expires July 24, 1966
[SIGNED] Shirley Vinson


Amendments to the Articles of Incorporation for the Pikes Peak Radio Amateur Association, Inc.

1. Amend the subparagraph 1 of the THIRD paragraph from

1. To conduct a social and technical membership organization for the purpose of furthering the knowledge of it's members in the art of radio communications, and in furtherance of such purpose to hold meetings social gatherings, outings and other similar activities.

to:

1. Furthering the exchange of information and cooperation between members, to promote radio knowledge, operating efficiency, and to so conduct programs and activities exclusively for charitable and educational purposes relating to amateur radio, radio communications, public service and emergency communications, all within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

2. Delete entirely subparagraph 2, 3, 4, 5, 6, and 8 from the THIRD paragraph, and renumber subparagraph 7 to become subparagraph 2 under the THIRD paragraph.

3. Amend the renumbered subparagraph 2 of the THIRD paragraph from:

2. In general, to carry on any activities not contrary to the laws of the State of Colorado relating to corporations not for profit, and to have and exercise all the powers now, or hereafter conferred upon or permitted to such corporations, and to do any or all of the things hereinbefore specified to the same extent as natural persons could do as principal, trustee, agent or otherwise, and either alone or in association with others, provided always that no business shall be carried on and no powers shall be conferred upon or exercised by the corporation unless the same shall be such as shall in law be deemed non-profit, charitable, or educational.

to:

2. In general, to carry on any activities not contrary to the laws of the State of Colorado relating to corporations not for profit, and not contrary to the laws of the State of Colorado relating to corporations not for profit, and not contrary to the United States Internal Revenue Code Section 501(c)(3) or such other provisions as may be applicable to such activity.

4. Amend the FIFTH paragraph from:

FIFTH. This corporation shall have no capital stock nor shall the Board of Directors or the members at any time or in any event by dissolution or otherwise, be considered the owners of or entitled to any of the assets, funds or properties of said corporation, all of which assets and properties shall be exclusively and forever devoted to the technical, educational and charitable purposes expressed in these articles of Incorporation.

to:

FIFTH. This corporation shall have no capital stock. Upon the dissolution of the Corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax codes. Distribution shall be to an organization with similar purposes relating to amateur radio. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the Corporation is then located, exclusively for such purposes or to such organizations as said Court shall determine, which are organized and operated exclusively for such purposes.

5. Add the NINTH paragraph as follows:

NINTH. No part of the net earnings of The Corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that The Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth above. No substantial part of the activities of The Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and The Corporation shall not participate in, or intervene in any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision 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, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.