1. The name of the Corporation is:
SOCIETY OF CALIFORNIA ARCHIVISTS, INC.
2. An existing unincorporated association, the Articles of Incorporation and By-laws of the Society of California Archivists, are being amended by the filing of these Articles.
3. This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the California Nonprofit Public Benefit Corporation Law for charitable purposes.
4. The general purpose of this Corporation is to engage in any lawful act or activity for which a Corporation may be organized under such law.
5. A. The further specific purposes of the corporation are to encourage public understanding of the importance to society of historical knowledge; to support and sponsor educational programs and other activities to encourage and advocate the identification, collection, preservation, use and appreciation of historic records and manuscripts as well as to foster and support the initial and continuing education of professional archivists.
5. B. This Corporation is organized and shall be operated exclusively for such purposes as are described above and as shall be permissible within the purview of section 501(C) (3) of the U. S. Internal Revenue Code. Notwithstanding any other provision 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 said Internal Revenue Code or (b) by a corporation contributions to which are deductible under section 170(C) (2) of the Internal Revenue Code.
5. C. The property of this corporation is irrevocably dedicated to charitable purposes and no part of the net income or assets of this corporation shall ever inure to the benefit of any officer, director or member thereof or to the benefit of any private person. Upon the dissolution or winding up of the corporation, its assets remaining, after payment or provision for payment of all debts and liabilities of this corporation, shall be distributed to a nonprofit fund, foundation or corporation (preferably, provided it qualifies as herein provided, but not otherwise, the organization identified in paragraph 11 of these Articles) which is organized for substantially similar purposes and which has established and maintained its tax exempt status under section 501 (C) (3) of the U.S. Internal Revenue Code.
6. There shall be two classes of membership: individual and institutional. All individual members and all individuals representing institutional members shall have the same rights, privileges, preferences and be subject to the same restrictions and conditions except that in membership meetings or mail ballots only one vote may be cast on behalf of the institutional member. No more than one membership shall be held by any one individual.
8. The initial directors, all of whom are members of the Board of Directors of the Society of California Archives, Inc., shall hold office until the next regularly scheduled mail ballot election in May of 1997, or until such time thereafter as the terms to which they have been elected shall expire and their successors duly elected.
9. The name and business address in the State of California of this Corporation’s initial agent for service of process is Deborah Day, SIO Archives, University of California, San Diego, Mail Code 0175C, La Jolla, California 92093-0175.
10. The duration of the Corporation’s existence shall be perpetual.
I hereby declare that I am one of the persons who executed the foregoing Articles of Incorporation, which execution is my act and deed.
Lynn Downey, Immediate Past President
SCA Articles of Incorporation as amended January 15, 1997.