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Articles of Incorporation

State of Georgia

Office of Secretary of State

J. Max Cleland, Secretary of State of the State of Georgia do hereby certify that

 

“Falcon Woods Recreation Association, Inc.”

Has been duly incorporated under the laws of the State of Georgia on the 10th day of July 1985, by the filing of incorporation in the office of the Secretary of State and the fees therefore paid as provided by Law, and that attached hereto is a true copy of said articles of incorporation.

Articles of Incorporation

Of

Falcon Woods Recreation Association, Inc.

 

I.                   The name of the corporation is “Falcon Woods Recreation Association, Inc.”

 

II.                The corporation is organized pursuant to the provisions of the Georgia Nonprofit Corporation Code.

 

III.             The corporation shall have perpetual duration.

 

IV.             The corporation is not for profit and is organized for the purpose of holding property and the doingof those things necessary or incidental to the operation of not only charitable, social, or eleemosynary activities, but may even include auxiliary business corporations that are not organized for profit.

The corporation is organized fo the following purposes; To hold, own lease, manage, operate, handle, supervise, of deal in any and all forms of legitimate indoor or outdoor amusements, sports, entertainments, athletic exhibitions, or similar enterprises, and all incidentals connected therewith of in anywise related thereto; to hold, own, or operate under such municipal, state or governmental licenses as may be necessary for the proper conduct of any of the businesses in which the corporation may engage; to buy, sell, deal in, or handle real estate; to hold, own, or lease such real estate or buildings as may be necessary for the proper conduct of the business of the corporation; to encourage and stimulate an interest in outdoor sports, and generally to provide its members with the convenience of facilities where they may engage in such sports.

The corporation is not organized and shall not be operated for the pecuniary gain of profit.  No part of the property of the corporation and no part of its net earnings shall inure to the benefit of any director or other private individual.  The corporation shall never be authorized to engage in a regular business of a kind ordinarily carried on for profit of in any other activity except in furtherance of the purposes stated above for which the corporation is organized.  The corporation shall never engage in propaganda, attempt to influence legislation, or participate in any political campaign on behalf of any candidate for public office, nor shall any part of its property or any part of the income therefrom be devoted to such purposes.

The corporation shall have the power to enter into any contrast of guaranty, suretyship, or endorsement whether or not the corporation has a direct interest in the subject matter of the contract guaranteed, and shall have the power to make any purely accommodation guaranty, endorsement, or contract of suretyship.

Each member of the corporation shall be entitled to vote at any election for directors of the corporation, and may cast one (1) vote for one (1) candidate in eash of the seven (7) directorships, so that any one (1) member might cast seven (7) votes for seven (7) different directors in any said election.

In the event of the dissolution of this corporation, to the extent allowed under applicable law, all the assets of the corporation shall be distributed to, or its assets shall be sold and the proceeds distributed to, another organization organized and operating for the same purposes for which this corporation is organized and operating, or o one of more corporations, funds, or foundations organized and operating exclusively for religious, charitable, scientific, literacy, or educational purposes, which shall be selected by the board of directors of the corporation.  Provided, however, that any such recipient organization or organizations shall at that time qualify as exempt from taxation under the provisions of Section 501 (c) (3) of the Internal Revenue Code of 1954, and shall be described in Section 170 (c) (2) of the Internal Revenue Code of 1954, or the corresponding provisions of any subsequent law.  In the event that for any reason upon the dissolution of the corporation the board of directors of the corporation shall fail to act in the manner herein provided within a reasonable time, the senior judge of the Superior Court of Cobb County shall make such distribution as herein provided upon the application of one or more persons having a real interest in the corporation or its assets.

The by-laws of the corporation may be altered, amended, or repealed, and new by-laws adopted, only by the affirmative vote of a majority of the members.

 

V.                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 by-laws of the corporation.

 

VI.             The initial registered office of the corporation is 1666 Newton Road, Marietta, Cobb County, Georgia 30066.  The initial registered agent of the corporation is Lloyd D. Milholland, whose written consent to such appointment is shown at the end of these articles of incorporation.

 

VII.          The initial board of directors shall consist of two (2) members who shall be, Lloyd D. Milholland, 1666 Newton Road, Marietta, Georgia 30066 and Lynda S. Milholland, 1666 Newton Road, Marietta, Georgia 30066.

 

VIII.       The name and address of the incorporator is Lloyd D. Milholland, 1666 Newton Road, Marietta, Georgia 30066.

 

IX.             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 by-laws of the corporation.

 

In witness whereof, the undersigned executes these Articles of Incorporation, this the 3rd day of July 1985.


Harrison E. Allen, Attorney For Incorporator

 

120 South Park Square

P.O. Box 484

Marietta, Georgia 30061

404-427-4606

 

 

 

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Garrett Smith,
Sep 6, 2010, 10:06 AM
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