Articles of Incorporation
ARTICLES OF INCORPORATION OF ALUMNI ASSOCIATION OF WESTERN WASHINGTON UNIVERSITY
We, the undersigned, natural persons of the age of twenty-one years or more and citizens of the United States, acting as incorporators of a corporation under the provisions of the Washington Non-profit Corporation Act (R.C.W. 24.04), adopt the following Articles of Incorporation for such corporation:
The name of the corporation shall be “Alumni Association of Western Washington University.”
This corporation shall have perpetual existence.
The principal office of this corporation shall be located in Bellingham, Whatcom County, Washington.
The corporation is one which does not contemplate pecuniary gain or profit to the members thereof and is organized for non-profit purposes, and not part of any net earnings thereof shall ensure to the benefit of any members of the corporation. Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on by an organization exempt from federal income tax under Section 501(c) (3) of the Internal Revenue Code.
The purposes and objectives of this corporation, which is organized exclusively for charitable, scientific, literary or educational purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code, are as follows: to wit:
(a) To promote and perpetuate an organization of all alumni of Western Washington University.
(b) To assist in the perpetuation of respect and interest in Western Washington University by awarding of scholarships to worthy prospective students.
(c) To actively promote the interest of Western Washington University through the activities of the members of the Association.
The powers with which this corporation is formed are:
(a) To purchase or otherwise acquire, own, control, assign, lease, encumber, pledge, sell, and otherwise deal in and dispose of all kinds of personal property and real estate, improved or unimproved, and wheresoever situated.
(b) To solicit gifts of real and personal property of every kind and nature, including shares of stock, bonds, and securities of other corporations, and to hold, own, manage, and administer the same.
(c) To aid and assist through gifts, grants and aid, loans, or the establishment and/or administration of scholarships and fellowships, needy or deserving students at Western Washington University.
(d) To appoint agents or officers as the corporation may require; to demand assessments of members and sell or forfeit their interests in the corporation for default with respect to any lawful provision of the By-Laws; to enter into any lawful contracts and incur obligations essential to the transaction of the corporation’s affairs for the purposes for which it was formed; to borrow money and issue notes, bills, or evidence of indebtedness and to mortgage the corporation’s property to secure the same.
(e) To utilize the services of State or National banks authorized to do trust business in the State of Washington as Directors and/or fiscal agents for the investment or reinvestment of funds and for the safekeeping of securities and other properties of the corporation.
(f) To do and perform all and everything necessary, suitable, convenient, or proper for the accomplishment of the purposes of this corporation herein set forth or as authorized by law, or incidental to the powers of this corporation, or which shall at any time appear conductive or expedient for the protection or benefit of this corporation which a corporation of this nature is authorized or empowered to do.
The management of the corporation shall be vested in the Board of Directors. The number, qualifications, terms of office, manner of election, time and place of meetings, and powers and duties of the Directors shall be such as are prescribed by the By-Laws of the Corporation, except as otherwise provided herein and as required by Washington State law.
The authority to make By-Laws for the corporation is hereby vested in the Board of Director.
These Articles of Incorporation may be amended by the affirmative vote of two-thirds of all the members at any annual election of the corporation, provided the proposed amendment shall have been submitted in writing to the Board of Director for consideration and approval, at least two months before the regular annual election, and then the said Board of Director shall in turn have submitted the amendment to the membership with or without recommendation for adoption or rejection. Such amendment shall become effective upon having been approved by a two-thirds majority of members voting, who are personally present and in attendance at the annual meeting of the corporation.
Upon the winding up and dissolution of this corporation, after paying or adequately providing for the debts and obligations of the organization, the remaining assets shall be distributed to an organization which has established its tax exempt status under Section 501 (c) (3) of the Internal Revenue Code.
The names and addresses of the Director who will first manage the affairs of the corporation for a period of not to exceed six months from the date of these articles, are as follows:
Fred William Bode
7126 196th SW
Harvey E. Culbertson
3118 Fir Street
George N. Fallis
7007 North 17th
Tacoma 06, Washington
Harold M. Gronseth
1324 View Avenue
Norman L. Hash
Eric V. Hogland
Star Rt. 1, Hastings Ave.
Port Townsend, Washington
Louis T. Lallas
3005 Coolidge Drive
14322 Corliss Ave. North
Arthur J. Runestrand
W. Chester Ullin
1701 North Wykoff
IN WITNESS WHEREOF, we, the aforementioned incorporators, have hereunto set our respective hands and seals the 11th day of June, 1964.
March 27, 1981
Incorporates amendments of October 4, 1980.