Articles of Incorporation

Home News About Us GBAC Links	State of Idaho Department of State CERTIFICATE OF INCORPORATION OF GREAT BASIN ANTHROPOLOGY ASSOCIATION, INC. File number C 118147 I, PETE T. CENARRUSA, Secretary of State of the State of Idaho, hereby certify that duplicate originals of Articles of Incorporation for the incorporation of GREAT BASIN ANTHROPOLOGY ASSOCIATION, INC. duly signed pursuant to the provisions of the Idaho Nonprofit Corporation Act, have been received in this office and are found to conform to law. ACCORDINGLY and by virtue of the authority vested in me by law, I issue this Certificate of Incorporation and attach hereto a duplicate original of the Articles of Incorporation. Dated: February 3,1997 Signed by Pete T. Cenarrusa, Secretary of State ARTICLES OF INCORPORATION OF GREAT BASIN ANTHROPOLOGY ASSOCIATION, INC. The undersigned, acting as the incorporators of a nonprofit corporation ("Corporation") organized under and pursuant to the Idaho Nonprofit Corporation Act, Chapter 3 Title 30, Idaho Code ("Act"), adopts the following Articles of Incorporation ("Articles"). ARTICLE I - NAME. The name of the Corporation is the Great Basin Anthropology Association, Inc., doing business as GBAC. ARTICLE II - NONPROFIT STATUS. The Corporation is a nonprofit corporation. ARTICLE III - PERIOD OF DURATION. The period of duration of the Corporation is perpetual. ARTICLE IV - REGISTERED OFFICE AND AGENT. The location of the Corporation is in the City of Boise, County of Ada, and the State of Idaho. The address of the initial registered office is the Department of Anthropology, Boise State University, 1910 University Ave, Boise, Id 83725, and the name of the initial registered agent at this address is Max G. Pavesic, member of the Board of Directors. ARTICLE V - PURPOSE The purposes for which the Corporation is organized and will be operated are as follows: A. The Corporation is organized and will be operated exclusively for educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended from time to time, including, for such purposes, the making of distributions to organizations that qualify as exempt under such Section 501(c)(3); B. To enhance communication among the various components which comprise the Anthropology community in the Great Basin and nationwide for the continued enhancement of the field of Anthropology. C. To establish systematic ties with the professional anthropologists in the Great Basin for the specific purpose of maximizing information to institutions of learning, state and federal agencies, and the general public interested in Anthropology and to use that information to provide a biennial conference for the general membership. D. To exercise all powers granted by law necessary and proper to carry out the foregoing purposes, including, but not limited to the power to accept donations of money, property, whether real or personal, or any other things of value. Nothing herein contained shall be deemed to authorize or permit the Corporation to carry on any business for profit, to exercise any power, or to do any act that a corporation formed under the Act, or any amendment thereto or substitute therefor, may not at that time lawfully carry on or do. ARTICLE VI - LIMITATIONS No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, its members, directors, 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 V hereof. No substantial part of the activities of the Corporation shall be for carrying on propaganda, or other wise attempting to influence legislation, and the Corporation shall nor 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 1986, as amended from time to time. ARTICLE VII - MEMBERSHIP. The Corporation shall have members who shall have such rights as are provided in the Act that are consistent with the management authority that these Articles grant the Board of Directors of the Corporation. Agencies and individuals may become members of the Corporation upon payment of the dues fixed by the Board of Directors. ARTICLE VIII - BOARD OF DIRECTORS The affairs of the Corporation shall be managed by its Board of Directors. The number of Directors serving on the Board of Directors shall be fixed in accordance with the Corporation's Bylaws. Each Director of the Corporation shall, at all times be a member of the Corporation. Other than the Directors constituting the initial Board of Directors, who are designated in these Articles, the Directors shall be elected by the membership of the organization of the Corporation in the manner and for the term provided in the Bylaws of the Corporation. The names and addresses of the persons constituting the initial Board of Directors are: Name Address Max G. Pavesic, PhD Department of Anthropology Boise State University 1910 University Dr. Boise Id 83725 Kevin T. Jones, PhD Utah Division of State History 300 Rio Grande Salt Lake City, Utah 84101 Charlotte Beck, PhD Department of Anthropology Hamilton College Clinton, New York 13323 Robert L. Kelly, PhD Department of Anthropology University of Louisville Louisville, Kentucky 40292 Don D. Fowler, PhD Department of Anthropology University of Nevada Reno, Nevada 59557 ARTICLE IX - MEMBERSHIP DUES. Membership dues may be charged to all members or classes of membership in equal amounts or in different amounts or proportions upon different members or classes of membership and some members or classes of membership may be made exempt from such membership dues. The Board of Directors is authorized to fix the amount of membership dues from time to time, and to make them payable at such times or intervals, and upon such notice, and by such methods as the Board of Directors may prescribe. ARTICLE X - DISTRIBUTION ON DISSOLUTION Upon the dissolution of the Corporation, the Board of Directors shall, after paying or making provisions for the payment of all the liabilities of the Corporation, distribute all the assets of the Corporation consistent with the purposes of the Corporation to such organization or organizations as shall at the time qualify as exempt organizations under Section 501(c) (3) of the Internal Revenue Code of 1986, as amended from time to time, in such manner as the Board of Directors shall determine. Any such assets not so distributed shall be distributed by the district court of the county in which the principal office of the Corporation is then located, exclusively for the purposes or to such organizations, such court shall determine to be consistent with the purposes of the Corporation. ARTICLE XI - BYLAWS Provisions for the regulation of the internal affairs of the Corporation shall be set forth in the Bylaws. ARTICLE XII - INCORPORATORS Board of Directors and Incorporators at the time of incorporation: Max G. Pavesic, PhD - President Kevin T. Jones, PhD - Vice President Charlotte Beck, PhD - Treasurer Robert L. Kelley, PhD - Secretary Don D. Fowler, PhD - Member at Large Dated this 2nd day of February, 1997 STATE OF IDAHO OFFICE OF THE SECRETARY OF STATE CORPORATE ANNUAL REPORT REQUIREMENTS The information set forth is based upon Idaho statutes and administrative rulings, regulations and policies. Applies to: Each domestic corporation and each foreign corporation authorized to transact business in this state. New corporations: The first report of a recently organized or qualified corporation is due between July 1 and November 30 of the year of organization or qualification, except for corporations organized or qualified after June 30. Such corporations file their first report between July 1 and November 30 of the year following incorporation or qualification. Report due: A completed annual report is due in this office after July 1 and no later then November 30. Filed with: Secretary of State, PO Box 83720, Statehouse, Boise, ID 83720-0080. Phone number 334-2301. Forms: The required annual report form is sent directly to corporations by the Secretary of State during the first week in July each year. Directions for completing the report are on the back of the form. Fee: No filing fee is required. Penalties: If an annual report form is not received on or before the due date, the corporation will forfeit its right to do business as a corporation.