Articles of Incorporation
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REVISED AND RESTATED ARTICLES OF INCORPORATION
THE DAYTONA BEACH AMATEUR RADIO ASSOCIATION, INC.
The Undersigned subscribers to these articles of incorporation, each a natural person competent to contract, as the Executive Board of the Daytona Beach Amateur Radio Association, Inc., hereby revise and restate the previously originated documents of a non-profit corporation under the laws of the State of Florida.
ARTICLE I – NAME
The Name of this Corporation is: THE DAYTONA BEACH AMATEUR RADIO ASSOCIATION, INC.
ARTICLE II – PRINCIPAL OFFICE, FISCAL YEAR
The principal office for the transaction of business of this corporation is to be located in the County of Volusia, Florida. The Mailing Address of the Corporation is: P. O. Box 9852, Daytona Beach, Florida, 32120-9852. The clubs membership and fiscal year begins on January 1st and ends on December 31st.
ARTICLE III – PURPOSE
The primary purposes for which the DAYTONA BEACH AMATEUR RADIO ASSOCATION, INC., is organized are exclusively religious, charitable, scientific, literary, and educational within the meaning of section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States Internal Revenue law; notwithstanding any other provision of these articles, this organization shall not carry on any activities not permitted to be carried on by an organization exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States Internal Revenue Law.
The general purposes and powers are to have and exercise all rights and powers conferred on non-profit corporations under the laws of the State of Florida, including the power to contract, rent, buy, or sell personal or real property, provided, however, that this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the primary purposes of this corporation.
No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political statements on behalf of any candidate for public office.
This corporation is organized pursuant to the General Non-Profit Corporation Law of the State of Florida. This corporation does not contemplate pecuniary gain or profit to the members thereof, and it is organized for non-profit purposes.
ARTICLE IV – MEMBERSHIP
Any person who is interested in amateur radio shall be eligible for membership as categorized under the member classifications described in the By-Laws. All applications for membership shall be presented at a regular meeting, in writing, and each application is subject to vote of acceptance; two-thirds of those present shall approve the applicant before he or she can be considered elected to membership.
ARTICLE V – DURATION
The duration of this corporation shall be perpetual.
ARTICLE VI – DISSOLUTION & DEDICATION OF ASSETS
The property of this corporation is irrevocably dedicated to the educational and scientific purposes, and no part of its net income or assets shall ever inure the benefit of any director, officer, or member thereof or to the benefit of any private individual. The Corporation may only be dissolved by a unanimous decision of the Corporationﾒs Board of Directors and with two-thirds majority vote of the general membership of the Corporation attending a properly scheduled business meeting and via supplied written ballot in their absence. Upon the dissolution of this corporation, itﾒs assets remaining after the payment of, or provision for the payment of, all debts and liabilities shall be distributed to the American Radio Relay League, Inc. if it is then in existence and exempt under Section 501(c)(3) of the Internal Revenue Code; but if it is not in existence or exempt, to another organization which is organized and operated exclusively for education and scientific purposes and which has tax exempt status under Section 501(c)(3) of the Internal Revenue Code.
ARTICLE VII – MANAGEMENT
The affairs of this corporation shall be managed by the following officers, to-wit: President, Vice-President, Secretary, and Treasurer. Said officers to be elected for a term of one calendar year at the November Annual Corporation Meeting annually, with office to take effect the following January 1, through and including, December 31, of the year following the election. This corporation shall have three directors. The number of directors may be increased or decreased from time to time by by-laws adopted by members of the association, but shall never be less than three. Officers and Directors must be currently licensed radio amateurs and a minimum age of 18 years old.
The general management of the affairs of this corporation is under the control, supervision, and direction of the Executive Board made up of all of the elected officers and directors.
ARTICLE VIII – BY-LAWS
The By-Laws of the Corporation shall be made, amended, altered and rescinded in the following manner: Proposals for any addition or change thereof, shall be provided in as notice and in writing to the membership at least 30 days prior to a vote at a regular meeting, and will only be passed by a two-thirds affirmative vote of all members at the meeting, provided that all members have been notified by mail of the intent to amend the by-laws at a specified meeting. Proxy votes or absentee cards shall be made available to members wishing to vote in absentia upon request.
The qualifications of members of this corporation, the different classes of membership, if any, the voting and other rights of members, the amount of dues payable, the number of directors and officers and the method of their election and other details of the internal operation of this corporation shall be set as forth in the By-Laws
ARTICLE IX – AMENDMENTS
The Articles may be amended and revised by a regular two-thirds vote of a quorum of the members present at a regular or special meeting, specific written notice of which has been given in advance thereof to all voting members. A quorum for amending the Articles of Incorporation shall be two-thirds of the voting members. Proxy or absentee votes shall be provided to voting members by request.