| 1.
The name of the corporation is INTERNATIONAL PRIMAL ASSOCIATION,
INC.
2.
The corporation shall have perpetual duration.
3.
This corporation is organized exclusively for scientific
and 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 of 1954, or corresponding provisions of any future United
States Internal Revenue Law.
4.
Said corporation shall adopt necessary bylaws to include
provisions of section 508 (e) 1 of the Internal Revenue Code
of 1954, or corresponding provisions of any future United
Stares Internal Revenue Law, so as not to subject the corporation
to taxation under Section 4942, and to prohibit the corporation
from engaging in any activity prescribed by section 4941 (d)
or sections 4943 (c) 4944 and 4945 (d).
5.
The registered initial office of the corporation shall be
at 1280 Eastland Road, S.E., Atlanta, DeKalb County, Georgia.
The initial registered agent of the corporation shall be Thomas
C. Rose.
6.
No part of the net earnings of the corporation shall enure
to the benefit of, or be distributable to its members, trustees
officers, or other 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.
7.
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 provisions of
these articles, the corporation shall not carry on any other
activities not permitted to be carried on by a corporation
exempt from Federal Income Tax under Section 501 (c) (3) of
the Internal Revenue Code of 1954, or corresponding provisions
of any future United States Internal Revenue Law, or by a
corporation, contributions to which are deductible under section
170 (c) (2) of the Internal Revenue Code of 1954, or corresponding
provisions of any future united States Internal Revenue Law.
8.
Upon dissolution of the corporation, the Board of Trustees
shall, after paying or making provisions for the payment of
all the liabilities of the corporation, dispose of all the
assets of the corporation exclusively for the purposes for
which this corporation is organized, or to such organization
or organizations organized and operated exclusively for charitable,
educational, religious or scientific purposes as shall at
the time qualify as an exempt organization or organizations
under section 501 (c) (3) of the Internal Revenue Code of
1954, or corresponding provisions of any future United States
Internal Revenue Law, as the Board of Trustees shall determine.
Any of such assets not so disposed of shall be disposed of
by the Superior Court of the county in which the principal
office of the corporation is then located, exclusively for
such purposes or to such organization or organizations, as
said court shall determine which are organized and operated
exclusively for the aforesaid purposes.
9.
The initial Board of Trustees shall consist of three members
who shall be:
Barney C. Brewton, 2030 Cliff Valley Way, N.E., Atlanta, Ga.
Alice T. Rose, 1280 Eastland Road, S.E., Atlanta, Ga. Thomas
C. Rose, 1280 Eastland Road, S.E., Atlanta, Ga.
10.
The name and address of the incorporator is Thomas C. Rose,
1280Eastland Road, S.E., Atlanta, Georgia.
11.
The board of directors of the corporation shall have the
power to admit members to the corporation in such manner,
subject to such qualifications, and upon such terms and conditions
and with such rights as may be provided from time to time
in the bylaws of the corporation.
12.
The affairs of the corporation shall be managed by a board
of directors. The method of election of directors shall be
as determined by the bylaws of the corporation. |
