ARTICLES OF INCORPORATION OF THE
COLORADO ASSOCIATION OF STORMWATER
AND FLOODPLAIN MANAGERS, INC.
KNOW ALL MEN BY THESE PRESENTS, that the undersigned being a natural person of the age of twenty-one years or more, for the purpose of availing himself of the provisions of the non-profit incorporation laws of the State of Colorado and becoming a body corporate under and by virtue of the provisions of said laws, and in accordance with the provisions and requirements thereof, does hereby make, execute and acknowledge, for himself, and in his own proper person, this Certificate in writing of his intention to become a corporate body and hereby certifies to adopt Articles of Incorporation, as follows, to-wit:
COLORADO ASSOCIATION OF STORMWATER AND FLOODPLAIN MANAGERS, INC.
The Corporation shall have perpetual existence.
The purpose for which the Corporation is organized shall be the transaction of all lawful business for which non-profit Corporations may be incorporated, pursuant to the Colorado Corporation Code, as amended, and including, but not limited to, the following:
1. To unite in common organization those professionally engaged in stormwater and floodplain management within the State of Colorado.
2. To engage generally in professional, educational, social and trade association related activities for stormwater and floodplain managers within the State of Colorado.
3. To promote the mutual interest of the Corporations members.
4. To have all the general powers of a non-profit Corporation which are set forth in Colorado Revised Statutes, 1973, as amended, Title 7 Articles 20 through 29, or as may be enumerated or allowed under any future laws of the State of Colorado.
SCOPE OF ACTIVITY
The Corporation shall have the power, either directly or indirectly, either alone or in conjunction or cooperation with others, to do any and all lawful acts and things and to engage in any and all lawful activities which may be necessary, useful, suitable, desirable, or proper for the furtherance, accomplishment, fostering, or attainment of any or all of the purposes for which the Corporation is organized, and to aid or assist other organizations whose activities are such as to further, accomplish, foster, or attain any of such purposes. Notwithstanding anything herein to the contrary, the Corporation shall exercise only such powers as are in furtherance of the exempt purposes of organizations set forth in Section 501 (c) of the Internal Revenue Code of 1954 and the Regulations thereunder as the same now exist or as they may be hereafter amended from time to time.
DISTRIBUTION ON DISSOLUTION OR LIQUIDATION
In the event of the liquidation or dissolution of the Corporation, whether voluntary or involuntary, no member shall be entitled to any distribution or division of its remaining property or its proceeds, and the balance of all money and other property received by the Corporation from any source, after the payment of all debts and obligations of the Corporation, shall be used or distributed, subject to the order of an appropriate District Court of the of State of Colorado, as provided by law, exclusively for purposes within those set forth in Article III, Purposes, of this certificate and within the intendment of Section 501 (c) of the Internal Revenue Code of 1954 and Regulations thereunder as the same now exist or as they may be hereafter amended from time to time.
INCOME AND DISTRIBUTION
No part of the income of the Corporation shall inure to the benefit of any member, trustee, director, officer of the Corporation, or any private individual (except that reasonable compensation may be paid for services rendered to or for the Corporation affecting one or more of its purposes), and no member, trustee, officer of the Corporation or any private individual shall be entitled to share in the distribution of any of the Corporate assets on dissolution of the Corporation.
PROHIBITED AND LIMITED ACTIVITIES
The Corporation shall not be involved in nor shall it participate in, or intervene in any political campaign on behalf of any candidate for public office. No substantial part of the activities of the Corporation shall be engaged in carrying on propaganda, or otherwise attempting to influence legislation. The Corporation's involvement in carrying on propaganda, or in otherwise attempting to influence legislation shall not in any event exceed the sliding scale limitation test under Code Section 501 (h) of the Internal Revenue Code as it now exists, or as it may hereafter be amended.
PLACE OF OPERATION
The operations of the Corporation are to be conducted principally within the State of Colorado.
The Corporationís principal office shall be located in the City and County of Denver, State of Colorado.
The affairs and management of the Corporation shall be exercised by a Board of Directors, the number thereof to be fixed by the By-Laws. The initial Board of Directors shall consist of three members: the following persons are hereby named to manage the affairs of the Corporation and to serve as said Directors until the first annual meeting of the members or until their successors be elected and qualified:
1917 Flintlock Terrace West
Colorado Springs, CO 80918
2660 East Tennessee
750 South Kline Way
Lakewood, CO 80215
The name and address of the incorporator of this Corporation is:
1917 Flintlock Terrace West
Colorado Springs, Colorado 80918
REGISTERED OFFICE AND REGISTERED AGENT
The registered office of the Corporation shall be 1917 Flintlock Terrace West, Colorado Springs, Colorado 80918; and the registered agent of the Corporation at such address shall be Dan Bunting.
IN WITNESS WHEREOF, I have made, subscribed, and acknowledged this Certificate of Incorporation on this 13th day of November, 1989.
STATE OF COLORADO ) ss.
COUNTY OF EL PASO )
I, Beverly A. Patterson, a Notary Public in and, for said County and State aforesaid, do hereby certify that Dan Bunting, who is to me personally known to be the person whose name is subscribed to and who executed the annexed and foregoing Articles of Incorporation, appeared before me this day in person and for himself acknowledged that he has signed, sealed, and delivered the said instrument of writing as his free and voluntary act and deed for the uses and purposes therein set forth.
Given under my hand and notarial seal this 13th day of November, 1989.
Notary Public-Beverly A. Patterson
228 N. Cascade Ave., Suite 301
Colorado Springs, CO 80903
My commission expires: 09-16-91
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