ARTICLES OF INCORPORATION
OF
DURAND HERITAGE FOUNDATION, INC.
WE,
THE UNDERSIGNED, of full age, for the purpose of forming a corporation under
and pursuant to the provision of Chapter 317A, Minnesota Statues, known as the
Minnesota Non-Profit Corporation Act, and laws amendatory thereof and
supplementary thereto, do hereby associate ourselves together as a body
corporate and accept the following Articles of Incorporation:
ARTICLE
I
NAME OF CORPORATION
The
name of this Corporation shall be: DURAND
HERITAGE FOUNDATION
ARTICLE
II
REGISTERED OFFICE
The
Registered office of this Corporation shall be at:
1501 Rushmore Dr.,Burnsville, MN 55306
ARTICLE
III
DURATION
The
duration of this Corporation shall be perpetual.
ARTICLE
IV
PURPOSE
The
purpose of this corporation shall be for charitable, religious, scientific,
literary, or educational purposes, including for such purposes, the making of
distributions to organizations that qualify as exempt organizations under
Section 501 (c ) (3) of the Internal Revenue Code or the corresponding
provisions of any future United States Internal Revenue Law.
All funds, whether income or principle and whether acquired by gifts or
contributions or otherwise, shall be devoted to genealogical research and/or
educational purposes.
ARTICLE
V
NO PECUNIARY GAIN
The Corporation shall not afford pecuniary gain to its members.
No funds of this Corporation shall inure to the benefit of any member
of the Corporation. All funds
earned by this Corporation shall be used to carry out the corporate purposes
set forth in Article IV. The
Corporation shall not attempt to influence legislation or to intervene in
any political campaign on behalf of any candidate for public office.
Notwithstanding any other provision of these Articles of Incorporation,
the Corporation shall not carry on any activities not permitted (a) by a
corporation exempt form Federal Income Tax under Section 501 (c) (3) of the
Internal Revenue Code or the corresponding provision of any future United
States Internal Revenue Law, or (b) by a corporation, contributions to which
are deductible under Section 170 (c) (2) of the Internal Revenue Code or the
corresponding provision of any future United States Internal Revenue Law.
ARTICLE
VI
DISSOLUTION
At
the time of dissolution of the Corporation, the Board of Directors shall,
after paying or making provisions for the payment of all of the liabilities of
the Corporation, dispose of all of the assets of the Corporation exclusively
for the purposes of the Corporation in such manner as the Board shall
determine. Any such remaining
funds, property or other assets not so distributed shall be disposed of by
petition or application to district court, according to state law, for such
purposes or to such organization(s) as the court may decree, which are
organized and operated exclusively for such purposes.
ARTICLE
VII
INCORPORATORS
The
name and address of each incorporator of this Corporation is:
Mike
Durand, 1501
Rushmore Drive,
Burnsville,
MN 55306
John
Durand,
828
Hazel Ridge Road, #1004,
Elkhorn,
WI 53121
Susanne
Krasovich, 1457
South 77th Street,
West
Allis, WI 53214
ARTICLE
VIII
BOARD OF DIRECTORS
The
number of directors constituting the first Board of Directors of this
Corporation shall be eight,
each of whom shall continue in office until the first Annual Meeting of the
members and until a successor is elected and qualified as provided by law or
the By-laws of the Corporation. The
name and address of each first director is:
Mike
Durand,1501
Rushmore Drive,
Burnsville,
MN 55306
John
Durand,
828
Hazel Ridge Road, #1004,
Elkhorn,
WI 53121
Susanne
Krasovich
, 1457
South 77th Street,
West
Allis, WI 53214
Mary
Brusegard
,
6425
Eagle Lake Drive,
Maple
Grove, MN 55369
Roger
Durand,
76
Marcin Hill,
Burnsville,
MN 55337
Richard
Durand,
320
Em Street,
Spooner,
WI 54801
Blanche
Hammer,
1547
Quail Ridge Rd.,
Woodbury,
MN 55125
Joanne
Berres, P.O.
Box 1233
,
Lakeville,
MN 55044
ARTICLE
IX
PERSONAL LIABILITY
No
member of the Corporation shall be liable for any obligation of the
Corporation.
ARTICLE
X
BOARD ACTION IN WRITING
Any
action required or permitted to be taken at a board meeting, and not requiring
member approval, may be taken by written action signed by the number of
directors that would be required to take action at a meeting of the Board at
which all directors were present,
as prescribed by these bylaws; provided that if bylaws or statute require a
different number to take action, that such number will be required.
In
witness whereof we have hereunto subscribed our names on this tenth, (10th)
day of November, 1999.
Mike
Durand, President
_________________________
John Durand, Vice President
_________________________
Susanne
Krasovich, Treasurer/Acting Secretary
_________________________