HomeMy WebLinkAboutReso 94-037 - Authorize amendments to the Articles of Incorporation & the bylaws of the economic Dev Corp, thereby facilitation the EDC Obtaining 501(c)(3) status & designating the City of Shasta Lake as permanent member RESOLUTION NO. 94-37
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A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF REDDING
AUTHORIZING AMENDMENTS TO THE ARTICLES OF INCORPORATION AND
THE BYLAWS OF THE ECONOMIC DEVELOPMENT CORPORATION, THEREBY
FACILITATING THE EDC OBTAINING 501(c)(3) STATUS AND
DESIGNATING THE CITY OF SHASTA LAKE AS A PERMANENT MEMBER.
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WHEREAS, it is more advantageous to the Economic Development Corporation
(EDC) to be designated a 501(c)(3) organization under the Internal Revenue Code; and
WHEREAS, the 501(c)(3) designation is generally more advantageous; and
specifically it would permit the EDC to accept foundation grant funds and make individual
donations tax deductible; and
WHEREAS, with the incorporation of the City of Shasta Lake, it is possible for the
new city to formally become a permanent member of the EDC; to vote and have all the
benefits, privileges, and obligations of the other eight permanent members of the
corporation; and be entitled to appoint one director to the Board of Directors;
NOW, THEREFORE, IT IS HEREBY RESOLVED that the City Council of the City of
Redding hereby approves amending the Articles of Association and the Bylaws of the
Economic Development Corporation as set forth in the Amendments attached hereto and
incorporated herein by reference.
BE IT FURTHER RESOLVED that the Mayor is hereby authorized to sign the
Ratifications accompanying said amendments on behalf of the City, and the City Clerk is
directed to attest the signature of the Mayor and to affix the official seal of the City of
Redding thereto.
I HEREBY CERTIFY that the foregoing Resolution was introduced and read at a
regular meeting of the City Council of the City of Redding on the lst day of March ,
1994, and was duly adopted at said meeting by the following vote:
AYES: COUNCIL MEMBERS: Anderson, Dahl, Kehoe, Floss and Arness
NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: None ,
ABSTAIN: COUNCIL MEMBERS: None ` ` X
CARL ARNESS, Mayor
City of Redding
AT/T,EST: FORM APPROVED:
CONNIE STRO ER, City Clerk RANDALL Ail HAYS, City Attorney
j RATIFICATION OF AMENDIIIF.NT
TO
ARTICLES OF INCORPORATION OF
ECONOMIC DEVELOPMENT CORPORATION
OF SHASTA COUNTY
WHEREAS, the Board of Directors of the Economic Development Corpora.
tion of Shasta County has applied to the Internal Revenue Service for recognitior,
of Exemption under Section 501(c)(3) of the Internal Revenue Code; and
WHEREAS, the Internal Revenue Service requires in connection with such
recognition of exemption that the Articles of Incorporation of the Economic
Development Corporation of Shasta County contain the provisions set forth w
Article 7 to be added to the Articles of Incorporation pursuant to the attached
Certificate of Amendment of Articles of Incorporation; and
WHEREAS, the Board of Directors of Economic Development Corporation
of Shasta County has duly adopted the amendment set forth in the attached
certificate; and
WHEREAS, the Bylaws of Economic Development Corporation of Shasta
County require that any amendment of the Articles of Incorporation be ratified by
the undersigned;
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BE IT RESOLVED, the undersigned City of Redding hereby approves and
ratifies the amendment to the Articles of Incorporation as set forth in the attached
Certificate of Amendment.
DATED:
CITY OF REDDING
BY:
BY:
BY:
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CERTIFICATE OF AMENDMENT
OF
ARTICLES OF INCORPORATION OF
ECONOMIC DEVELOPMENT CORPORATION
OF SHASTA COUNTY
GEORGE LEWELLEN and DAVE SCOTT certify that:
1. They are the president and the secretary, respectively, of Economic
Development Corporation of Shasta County.
2. The Articles of Incorporation are amended to add an Article 7, which
shall read as follows:
Notwithstanding any other provisions of these articles the
corporation is organized exclusively for one or more of the
following purpose: religious, charitable, scientific, testing
for public safety, literary, or educational purposes, or to
foster national or international amateur sports competition
(but only if no part of its activities involve the provision of
athletic facilities or equipment), or for the prevention of
cruelty to children or animals, as specified in section
501(c)(3) of the Internal Revenue Code and shall not carry
on any activities not permitted to be carried on by a
corporation exempt for Federal income tax under section
501(c)(3) of the Internal Revenue Code.
No part of the net earnings of the corporation shall inure
to the benefit of any members, trustee, director, officer of
the corporation, or any private individual (except that
reasonable compensation may be paid for services ren-
dered to or for the corporation), and no member, trustee,
officer of the corporation or any private individual shall be
entitled to share in the distribution of any of the corporate
assets on dissolution of the corporation.
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No substantial part of the activities of the corporation shall
be carrying on propaganda, or otherwise attempting to
influence legislation (except as otherwise provided by the
Internal Revenue Code section 501(h), or participating in,
or intervening in, (including the publication or distribution
of statements), any political campaign on behalf of any
candidate of public office.
Upon 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 corresponding section of any future federal tax
code, or shall be distributed to the federal government, for
public purposes. Any such assets not so disposed of shall
be disposed of by the 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 deter-
mine, which are organized and operated exclusively for
charitable purposes.
3. The foregoing Amendment of Articles of Incorporation has been duly
approved by the Board of Directors.
4. The foregoing Amendment of Articles of Incorporation has been duly
approved by the required vote of members.
We further declare under penalty of perjury under the laws of the State of
California that the matters set forth in this certificate are true and correct of our own
knowledge.
DATED:
GEORGE LEWELLEN, PRESIDENT DAVE SCOTT, SECRETARY
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RATIFICATION
OF
AMENDMENT TO BYLAWS OF
ECONOMIC DEVELOPMENT CORPORATION
OF SHASTA COUNTY
WHEREAS, a new city has been incorporated in the County of Shasta, to wit:
The City of Shasta Lake; and
WHEREAS, the Economic Development Corporation of Shasta County and
the City of Shasta Lake wish to have the City of Shasta Lake become a permanent
member of the Economic Development Corporation of Shasta County; and
WHEREAS, the Board of Directors of Economic Development Corporation
of Shasta County has duly adopted an amendment of the Bylaws of Economic
Development Corporation of Shasta County to accommodate the membership of the
City of Shasta Lake in the Economic Development Corporation of Shasta County,
more particularly described in the attached "Amendment of Bylaws of Economic
Development Corporation of Shasta County";
BE IT RESOLVED, the undersigned City of Redding hereby approves and
ratifies the amendment to the Articles of Incorporation as set forth in the attached
"Amendment of Bylaws of Economic Development Corporation of Shasta County".
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DATED:
CITY OF REDDING
BY:
BY:
BY:
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AMENDMENT OF BYLAWS
OF
ECONOMIC DEVELOPMENT CORPORATION
OF SHASTA COUNTY
The Bylaws of Economic Development Corporation of Shasta County are
hereby amended as follows:
1. ARTICLE I - MEMBERSHIP: Members is amended to increase the
number of permanent members of the Corporation from eight (8) to nine (9) and to
designate the City of Shasta Lake as the ninth permanent member.
2. ARTICLE II - BOARD OF DIRECTORS, Paragraph 1: Number is
amended to increase the authorized directors from nineteen (19) to twenty (20).
3. ARTICLE II - BOARD OF DIRECTORS, Paragraph 2: Appointment
of Directors is amended to provide that the City of Shasta Lake shall be entitled to
appoint one (1) director.
4. ARTICLE III - MEETINGS, Paragraph 2: Semi-Annual Meetings with
Governing Boards of the County of Shasta, The City of Redding, and The City of
Anderson is amended to add the City of Shasta Lake to this paragraph.
5. ARTICLE IV - GENERAL MANAGER, Paragraphs 1 and 2: General
and Powers and Duties are amended to add the City of Shasta Lake to these
paragraphs.
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6. ARTICLE V - DUES, Paragraph 2: Amended to add the City of Shasta
Lake to this paragraph.
7. ARTICLE IX - AMENDMENT OF BY-LAWS, Paragraph 2: Ratifi-
cation of By-Laws is amended to add the City of Shasta Lake to this paragraph.
Duly adopted by the Board of Directors of Economic Development
Corporation of Shasta County on February 23, 1994.
ECONOMIC DEVELOPMENT CORPORATION
OF SHASTA COUNTY
BY:
PRESIDENT
BY:
SECRETARY
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