I, the undersigned person of the age of eighteen years or more,
as incorporator of a nonprofit corporation under the laws of the State of New
Mexico, adopt the following Articles of Incorporation:
The name of the nonprofit Corporation is and shall be A Place for Us
Greyhound Rescue.
The period of duration of the corporation shall be perpetual.
This Corporation is organized and shall be operated exclusively for
charitable and educational purposes within the meaning of 501(c)(3) of the
United States Internal Revenue Code, and its regulations, as they now exist and
may hereafter be amended.
In accordance therewith, its objects and purposes are to retrieve racing
Greyhound dogs whose racing careers have ended, look out for the welfare of
racing Greyhounds, find good homes for them where they may live out their
natural lives as pets, and educate people about ex-racing Greyhounds, their
qualities as pets, and their care.
The Corporation and its directors shall have, subject to the provisions of
these Articles, all powers now conferred upon nonprofit corporations by the laws
of the State of New Mexico.
No part of the net earnings of the Corporation shall inure to the benefit of
or be distributable to its members, trustees, officers, or any private persons,
except that the Corporation shall be authorized and empowered to pay reasonable
compensation for services rendered and to make payments and distributions in
furtherance of the purposes set forth in Article III hereof. No substantial part
of the activities of the Corporation shall be the carrying on of propaganda, or
otherwise attempting to influence legislation, and the Corporation shall not
participate in, or intervene in (including the publishing or distribution of
statements) any political campaign on behalf of any candidate for public office.
Notwithstanding any other provision of these Articles, the Corporation shall not
carry on any activities not permitted to be carried on (a) by a corporation
exempt from Federal income tax under 501(c)(3) of the Internal Revenue Code of
1986 (or the corresponding provisions of any future United States Internal
Revenue Law) or (b) by a corporation, contributions to which are deductible
under 170(c)(2) of the Internal Revenue Code of 1986 (or corresponding
provisions of any future United States Internal Revenue Law).
Upon dissolution, the Corporation shall, after paying or making provisions
for payment of all the liabilities of the organization, dispose of all assets of
the organization exclusively for the purposes of the organization in such
manner, or to such organization or organizations organized and operated
exclusively for charitable or educational purposes as shall at the time qualify
as an exempt organization or organizations, under 501(c)(3) of the Internal
Revenue Code (or corresponding provisions of any future United States Internal
Revenue Law), as the Board of Directors shall determine. Any assets not so
disposed of shall he disposed of by the Superior Court of Bernalillo County
exclusively to such organization or organizations as said Court shall determine
qualify as exempt organizations under 501(c)(3) of the Internal Revenue Code,
and as a non-profit corporation(s) under the laws of the State of New Mexico.
The number of the initial directors of this corporation shall be three. The
number of directors shall henceforth be determined by the corporate Bylaws and
may be changed as provided in the Bylaws to any number not less than two. The
names and addresses of the persons who shall serve as initial directors are:
Laurel E. Drew Mary Elaine Summerhill Robert J. Summerhill
The location and post office address of the registered office of this
corporation shall be 194-A County Line Road, Edgewood, NM 87015. The name of the
registered agent at that address shall be Mary Elaine Summerhill.
A trustee shall have no liability to the Corporation or members, if any, for
monetary damages for conduct as a trustee, except for acts or omissions that
involve intentional misconduct by the trustee, or a knowing violation of law by
the trustee, or for any transaction from which the trustee will personally
receive a benefit in money, property or services to which the trustee is not
legally entitled. If the New Mexico Nonprofit Corporation laws are hereafter
amended to authorize corporate action further eliminating or limiting the
personal liability of trustees, then the liability of a trustee shall be
eliminated or limited to the full extent permitted by the New Mexico Nonprofit
Corporation laws, as so amended. Any repeal or modification of this Article
shall not adversely affect any right or protection of a trustee of the
Corporation existing at the time of such repeal or modification for or with
respect to an act or omission of such trustee occurring prior to such repeal or
modification.
The name and address of the incorporator is as follows:
Mary Elaine Summerhill IN WITNESS WHEREOF, the incorporator has signed these Articles of
Incorporation on this 20th day of November, 1996.
Mary Elaine Summerhill, Incorporator
ARTICLE I. CORPORATION NAME
ARTICLE II. TERM
ARTICLE III. PURPOSE
ARTICLE IV. POWERS
ARTICLE V. DISTRIBUTION AND LIMITATIONS
ARTICLE VI. DIRECTORS
1905 Gun Club Road SW, Albuquerque, NM 87108
194-A County Line Road, Edgewood, NM 87015
194-A County Line Road, Edgewood, NM 87015
ARTICLE VII. REGISTERED OFFICE AND AGENT
ARTICLE VIII. LIABILITY OF TRUSTEES
ARTICLE IX. INCORPORATOR
194-A County Line Road, Edgewood, NM 87015