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ARTICLES OF INCORPORATION
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OF
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UTAH RETIRED SCHOOL EMPLOYEES ASSOCIATION
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We, the undersigned natural persons of the age of 18 years or more, acting as incorporators of a corporation, adopt the following Articles of Incorporation for such corporation pursuant to the Utah Non-profit Corporation Act:
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ARTICLE I - NAME
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The name of this corporation is "Utah Retired School Employees Association."
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ARTICLE II - DURATION
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The duration of this corporation is perpetual.
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ARTICLE III - PURPOSES
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This corporation is formed for the following purposes:
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A. To provide fellowship and services to members;
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B. To secure enactment of legislation beneficial to members;
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C. To encourage organization of local units of retired school employees groups and to assist them in worthwhile activities;
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D. To cooperate with the National Retired Teachers Association (NRTA) Division of the American Association of Retired Persons (AARP), the Utah Education Association, and other associations of active and retired persons in any enterprise which improves the social, economic, health, and professional status and the general welfare of Utah retired school employees;
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E. To provide an avenue for united action in so9lving problems related to the needs of retired persons;
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F. To support social action programs to improve the community.
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The corporation may sponsor, or engage in, any activity with furthers the purposes stated above, including but not limited to research, experimentation, and dissemination of information, and may engage in fund raising activities, provided that it shall not engage in any activity which would be inconsistent with the status of an educational and charitable organization as defined in Sections 501 (c) (3) and 170 (c) (2) of the Internal Revenue Code, or any successor provision thereto.
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ARTICLE IV - NON-PROFIT
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The corporation shall be exclusively a non-profit, charitable and educational corporation. It is not organized for profit or pecuniary benefit.
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ARTICLE V - MEMBERSHIP
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The members of this corporation shall be open to all retired school employees. Retired school employees who pay dues, as established in the Bylaws, have full rights of membership. The corporation shall not issue shares, and it shall have no shareholders.
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ARTICLE VI - BOARD OF TRUSTEES
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The business and property of the corporation shall be managed by a Board of Trustees comprised of the elected officers, appointed officers, and the state coordinator of the NRTA Division of AARP as established in the Constitution and Bylaws of the Corporation. The number of elected and appointed officers, the manner of their election or appointment, their qualification, and their terms of office shall be fixed by the Constitution and Bylaws of the corporation.
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ARTICLE VII - ASSETS
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Section 1. No part of the assets of the corporation shall inure to the benefit of any member, officer, or other private individual, or to the benefit of any corporation, organization, or other entity. This section shall not prevent payment of reasonable compensation for services actually rendered to or for the corporation in furthering its purposes.
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Section 2. The corporation shall not divert any part of its income or assets to any member, officer, or other individual by lending any part of its income or assets without receipt of adequate security and a reasonable rate of interest; by paying any compensation in excess of reasonable allowance for salaries, or other compensation for personal services actually rendered; by making any purchase of security or other property for less than adequate consideration for money or money's worth; by selling any substantial part of its property for less than adequate consideration for money or money's worth; or by engaging in any other transaction which, either directly or indirectly, results in such diversion of its income or corpus. The corporation shall not make any accumulation of its income that is unreasonable in amount of duration, use any of its income for a purpose other than that hereinbefore set forth, or invest any of its income in any manner as to jeopardize the furthering of its purpose. The corporation shall not participate or intervene in any political campaign on behalf of any candidate for public office. The corporation shall not act in any way or engage in any activity which might affect its right to full tax exemption or the right of donors to the corporation to full tax deduction for their contributions to the corporation, and the corporation shall be so operated as to be entitled to and receive all tax exemptions, federal, state, or local, which may from time to time be granted to charitable or educational organizations.
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ARTICLE VIII - DISSOLUTION
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On dissolution, all of the assets of the corporation shall be turned over to such non-profit organization or organizations qualifying as exempt from federal tax under Section 501(c) (3) of the Internal Revenue Code, or any successor provision thereto, as the Board of Trustees shall select.
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ARTICLE IX - BYLAWS
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The initial Board of Trustees shall adopt a Constitution and Bylaws. The Constitution and Bylaws shall thereafter be amended only in the manner provided in the Constitution and Bylaws, but no amendment shall be inconsistent with these Articles of Incorporation, the laws of the State of Utah, or the laws of the United States of America.
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ARTICLE X - LIABILITY
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Neither the officers nor members of the corporation nor their property shall be subject to or chargeable with the payment of corporate debts or obligations.
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ARTICLE XI - INITIAL INCORPORATORS
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The name and street address of each incorporator is:
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NAME STREET ADDRESS
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1. Kenneth E. Weight 1180 E. Center, Springville, UT 84663
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2. Carl Mellor 895 North 940 East, Lehi, UT 84043
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3. Florence Chandler 1767 Nevada St., Salt Lake City, UT 84018
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4. Vera Nielsen 1112 S. 400 W., Orem, UT 84058
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5. Norman D. Riggs 9084 S. Judd Lane, West Jordan, UT 84088
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ARTICLE XII - INITIAL PRINCIPAL OFFICE
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The initial principal office of the corporation is 875 East 5180 South, Murray, Utah, or at any other place designated by the Board of Trustees. The process agent for the Corporation is the President of said Corporation.
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DATED this 26th day of April, 1993.
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The undersigned do hereby consent and agree to serve as the initial incorporators and the initial registered agent for the Utah Retired School Employees Association.
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(Signed) Kenneth E. Weight
Kenneth E. Weight, President
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(Signed) Carl J. Mellor
Carl Mellor, Vice President
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(Signed) Florence Chandler
Florence Chandler, Past President
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(Signed) Vera Nielsen
Vera Nielsen, President Elect
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(Signed) Norman D. Riggs
Norman D. Riggs, RTA State Coordinator
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(Signed) Michael T. McCoy
Michael T. McCoy, Register Agent
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