62883
Feb 4 1997
STATE OF NEBRASKA
SECRETARY’S OFFICE
Received filed and recorded on
Film roll no. 97-3
At page 448
Secretary of State
By: SB55-00pd 2:55pm
AMENDED AND RESTATED
ARTICLES OF INCORPORATION
OF
NEBRASKA YOUTH CAMP
KNOW ALL MEN BY THESE PRESENTS
The undersigned President and Vice President of this Corporation do hereby affirm that these Amended and Restated Articles of Incorporation have been adopted by the Corporation, and do supersede the original Articles of Incorporation, which on March 3, 1962 were adopted to form a corporation of charitable character and not for profit under the applicable provisions of the Nebraska Nonprofit Corporation Act, Sections 21-1901 to 21-1991, Revised Statutes of Nebraska, R. S. Supp. 1959.
The name of the Corporation shall be Nebraska Youth Camp.
The registered agent of the Corporation shall be Harold Tandy, 727 Blackburn, P.O. Box 82, York, Nebraska 68467, and the address of the registered office is 727 Blackburn, P.O. Box 82, York, Nebraska 68467.
The Corporation is organized exclusively for charitable, religious 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, or the corresponding section of any future federal tax code. It shall be considered a public benefit corporation under Nebraska law. Specifically, the objects and purpose for which this corporation is formed are and shall continue to be to establish and maintain in the State of Nebraska a Camp to provide for young people a program of concentrated religious education and training, together with a recreational program, all of which is designed to build Christian character. For purposes appropriate to such objects, this corporation may take by gift, purchase, devise or bequest, real and personal property in its own name; it may lease, sell or encumber the same and convey title thereto; it may make contracts, may sue and be sued in its own name, and it shall have all the powers now or hereafter conferred upon and enjoyed by corporations formed for nonprofit by the laws of the State of Nebraska.
No corporate seal shall be required or used.
This corporation shall be composed of those persons who are from time to time voting members of the corporation. A Voting Member of the corporation as used in these Articles shall mean a person eighteen (18) years of age or more who:
believes that Jesus is the Son of God,
has repented of his sins,
has publicly confessed his faith,
has been immersed, and
has met the requirements for membership in this corporation
as prescribed by the Board of Directors.
The powers of this corporation shall be exercised, its affairs and funds controlled, and its business conducted by a Board of Directors. The Board of Directors shall consist of not more than fifteen (15) persons who are members of said corporation. Each Director shall be elected for a three (3) year term by the current members at the annual meeting. At any meeting of the Board of Directors, any one or more of the directors may be removed from the Board of Directors with or without cause by a vote of the majority of the directors, and a successor may be elected in the manner specified in the Bylaws. Any director whose removal has been proposed shall be given an opportunity to be heard at the meeting.
The names and addresses of each of the initial incorporators are:
Royce Blackburn c/o York College York, Nebraska
Colis Campbell c/o York College York, Nebraska
Howard Gurganus 1010 Kiplinger Avenue York, Nebraska
Roger W. Hawley 1012 Kiplinger Avenue York, Nebraska
The names and addresses of each of the fifteen (15) directors constituting the current Board of Directors are:
Mark Bailey 2309 W. 15th Street North Platte, NE 69101
Trent Baker 1142 N. 44th Street Lincoln, NE 68503
David Bendickson 103 East 21st Grand Island, NE 68803
Steve Burham 1809 Sunny Hill Road Lincoln, NE 68502
Helen Carstens 1716 Ando Avenue Grand Island, NE 68803
Bill Clark 2230 Sandstone Road Lincoln, NE 68512
William Clark 202 E. 28th Street Kearney, NE 68847
Frank Estaniqui 3312 Schueman Drive Bellevue, NE 68123
Andrea Leinen 21990 185th Street Council Bluffs, IA 51503
Jerry Munsell 315 Briggs Avenue Hastings, NE 68901
Judy Pierce 2801 North 98th Lincoln, NE 68507
David Sutko 6062 Ellison Avenue Omaha, NE 68104
Deena Tandy 727 Blackburn Avenue York, NE 68467
Harold Tandy 727 Blackburn Avenue York, NE 68467
Eric Tremaine 200 Blackburn Avenue York, NE 68467The Board of Directors shall appoint from time to time such officers, agents and committees under such titles and with such powers and duties as they may deem advisable for the carrying on of the business and purposes of the corporation.
The Board of Directors shall be the custodian and shall have the control, management, and care of investment of the funds of this corporation, and of the distribution and expenditures of the interest and income therefrom. The Board of Directors shall each year render a report at the annual meeting of the members of the corporation, giving a complete list of all receipts, disbursements, investments, and the income and interest received therefrom since the last report, and a statement showing the financial condition of the corporation. The Treasurer shall make such additional reports at such time or times as may be requested by the other members of the Board of Directors, or by any three members of the corporation.
By-laws not inconsistent with these Articles of Incorporation may be adopted or amended or repealed by the Board of Directors providing for the time and manner of electing officers and for the appointment of committees, for annual, regular and special meetings, and the notice to be given thereof, and providing for such other matters and things as may be deemed necessary, suitable, and convenient for the proper carrying on of the business and purposes of the corporation.
All conveyances and encumbrances of real estate and the assignment or release of all mortgages held by the corporation shall be executed in behalf of the corporation upon the authority of the Board of Directors and by the President and Secretary of the Board of Directors.
No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its officers, directors, members or other private person, 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 above, No 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 or in opposition to 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 (a) by a corporation exempt from federal income tax under Section 501(c)(3) of the Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Code, or the corresponding section of any future federal tax code.
The private property of the members of this corporation shall be exempt from liability for the debts or obligations of this corporation.
The regular annual meeting of the members of this corporation shall be held in the month of September. The day and the time of day and the place of the annual meeting shall be fixed by the Board of Directors, and written notice of such time and place of meeting shall be given by the Secretary of the Board of Directors to all members at their post office address as on file of said corporation at least ten (10) days prior to said meeting. Special meetings of the members shall be held at such time and place as shall be prescribed by the Board of Directors, notice of such special meetings given in writing to all members by the Secretary of the Board of Directors at their post office address as on file of said corporation at least ten (10) days prior to such meeting.
The corporation shall commence business on the day these articles are filed and recorded with the Secretary of State and shall have perpetual existence.
These Articles of Incorporation may be amended or changed, except Articles IV, XIII, and XVI, by a majority vote of the Voting Members present at any duly called meeting, notice of which has been given as herein provided, notice of said proposed amendment, or change to be announced in like manner and at the time of notice of meeting as herein provided.
Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction 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 such purposes.
The foregoing Amended and Restated Articles of Incorporation for the Nebraska Youth Camp were adopted by the membership of the Corporation at a duly called meeting on January 17, 1997 by a majority vote of the members in attendance.
DATED this 17 day of January, 1997.
Helen Carstens, President
Attest: