Articles of Incorporation
State Form 4162R2/Corporate Form No. 364-1 (October 1984)
Articles of Incorporation (Not-for-Profit)
Prescribed by Edwin J. Simcox, Secretary of State of Indiana.
Instructions: Use 8 ½ x 11 inch paper for inserts
Present 2 executed copies to:
SECRETARY OF STATE
Room 155 State House
Indianapolis, Indiana 46204
RECORDING IS NO LONGER REQUIRED.
FILING FEE IS $26.00. ANNUAL REPORTS MUST BE FILED WITH THIS OFFICE BY THE LAST DAY OF FEBRUARY OF EACH YEAR.
For tax exempt status Not-For-Profit Corporations must qualify with both the Internal Revenue Service and the Indiana Department of Revenue.
ARTICLES OF INCORPORATION
OF
Indiana Karst Conservancy, Inc.
(Complete name as will be shown in Article 1)
The undersigned incorporator or incorporators, desiring to form a corporation (hereinafter referred to as the "Corporation") pursuant to the provisions of the Indiana Not-For-Profit Corporation Act of 1971 (hereinafter referred to as the Act) execute the following Articles of Incorporation:
ARTICLE I Name
The name of the Corporation is (The name MUST include the word "Corporation" or "Incorporated" or one of the abbreviations thereof):
Indiana Karst Conservancy, Inc.
ARTICLE II Purpose
The purposes for which the Corporation is formed are:
To explore and scientifically study, for the enrichment of human knowledge and the advancement of science, the cave systems of the world and in particularly [sic], the cave region of Indiana. To encourage and assist in the preservation of caves and related geomorphic phenomena and wilderness areas, and promote the conservation of such areas for future study, research and recreation. To collect and aid in a manner compatible with other purposes of the Corporation the dissemination of technical data, information, history, and educational material concerning caves and their physical, biological, ecological, and anthropological enviroment [sic]. The Corporation is organized exclusively for charitable and educational purposes under section 501(c)(3) of the Internal Revenue Code.
ARTICLE III Period of Existence
The period during which the Corporation shall continue is:
perpetual.
ARTICLE IV Resident Agent and Principal Office
[NOTE: This information has changed since incorporation. The Conservancy may be reached via P O Box 2401, Indianapolis, IN 46206]
ARTICLE V Membership
A minimum of one (l) person shall have signed the membership list (Directors or Trustees or Incorporators may be included in the membership).
SECTION 1 Classes (if any):
Members are natural persons who have paid membership dues.
SECTION 2 Rights, Preferences, Limitations, and Restrictions of Classes:
Members shall have the right to hold office, be appointed to committees, chair committees and shall have all privileges and benefits of membership which may be established and approved by the Board of Directors.
SECTlON 3 Voting Rights of Classes
Members shall have the right to vote for officers and directors.
ARTICLE VI Directors
SECTION 1 Number of Directors:
The Initial Board of Directors as is composed of five (5) members. If the exact number of Directors is not stated, the minimum number shall be five (5) and the maximum number shall be fifteen (15) provided, however that the exact number of directors shall be prescribed from time to time in the By-Laws of the Corporation; AND PROVIDED FURTHER THAT UNDER NO CIRCUMSTANCES SHALL THE MINIMUM NUMBER BE LESS THAN THREE (3)
SECTION 2 Names and Post Office Addresses of the Initial Board of Directors are:
William L. Wilson
R. Keith Dunlap
Cynthia J. Riley [Addresses withheld]
David E. Haun
G. Thomas Rea
ARTICLE Vll Incorporator(s)
Name(s) and Post Office Address(es) of the incorporator(s) of the Corporation is (are) as follows:
William L. Wilson
R. Keith Dunlap
Cynthia J. Riley [Addresses withheld]
David E. Haun
G. Thomas Rea
ARTICLE VIII Statement of Property and Value (if any)
A statement of the property and an estimate of the value thereof to be taken over by the Corporation at or upon its Incorporation is as follows:
none.
ARTICLE IX Provisions for Regulation and Conduct of the Affairs of Corporation
Other provisions, consistent with the laws of this state for the regulation and conduct of the affairs of the Corporation, and creating, defining, limiting or regulating the powers of the corporation, the directors or the members of any class or classes of members are as follows: (Can be provided for in the "By-Laws") (Any provision in this section may only be changed by amending the Articles of Incorporation.)
The conduct of the affairs of the Corporation shall be regulated by the By-Laws, in so far as the By-Laws are consistent with the laws of the State Of Indiana; Section 501 (c)(3) and Section 170 (c)(2) of the Internal Revenue Code of 1954 (or the corresponding provsions [sic] of any future Internal Revenue Code); and the Articles of Incorporation. In the event of dissolution, all assets which remain after the payment of debts will be distributed to one or more organizations which are exempt from income tax under section 501(c)(3) of the Internal Revenue Code or to a unit of government to be used exclusively for public purposes.
The undersigned, being one or more persons, do hereby adopt these Articles of Incorporation representing beforehand to the Secretary of State of the State of Indiana and all persons to whom it may concern, that a membership list or lists of the above-named corporation for which a Certificate of Incorporation is hereby applied for, have heretofore been opened in accordance with the law and that at least three (3) persons have signed such membership list.
THIS DOCUMENT MUST BE SIGNED BY ALL INCORPORATORS.
I (we) hereby verify subject to penalties of perjury that the facts contained herein are true. (Notarization not necessary)
Written Signature Printed Signature
William L. Wilson
R. Keith Dunlap
Cynthia J. Riley
David E. Haun
G. Thomas Rea
This Instrument was prepared by:
William L. Wilson [Address withheld]
APPROVED
and
FILED
FEB 14, 1986
Edwin Simcox
SECRETARY OF STATE