Articles of Incorporation

ARTICLES OF INCORPORATION

WAHOO DIAMOND SPORTS ASSOCIATION

ARTICLE I

NAME

The name of this corporation is "Wahoo Diamond Sports Association".

ARTICLE II

EXISTENCE

The corporation shall have perpetual existence.

ARTICLE III

PURPOSE

This corporation shall be devoted to the operation of youth amateur athletics, in which all those participating on a team or in an individual activity are under the age of 19, and shall be organized and operated within the state of Nebraska exclusively for charitable and educational purposes.

ARTICLE IV

REGISTERED OFFICE AND REGISTERED AGENT

The street address of the initial registered office is 322 W. 7th, Wahoo, NE 68066 and the initial registered agent at such address is Robert I. Miller Jr.

ARTICLE V

BOARD OF DIRECTORS

The affairs of the corporation shall be managed by a board of directors. The board of directors shall be comprised of six members. The names and addresses of the initial board of directors is:

Robert I. Miller, Jr. 322 W. 7th Wahoo, NE 68066

Kenneth R. Neff 448 E. 12th Wahoo, NE 68066

Chris Otte 427 E. 14th Wahoo, NE 68066

Lee H. Plybon RR 2 Wahoo, NE 68066

Jerry Voboril 1124 N. Cottonwood Dr Wahoo, NE 68066

ARTICLE VI

INCORPORATORS

The names and addresses of the incorporators are:

Robert I. Miller, Jr. 332 W. 7th Wahoo, NE 68066

Kenneth R. Neff 448 E. 12th Wahoo, NE 68066

ARTICLE VII

NON PROFIT STATEMENT

This corporation is organized under the provisions of the Nebraska Non Profit Corporation Act. Sections 21‑1901 to 21‑1991, revised statutes of Nebraska 1943, as amended.

ARTICLE VIII

INUREMENT OF INCOME

No part of the earnings of the corporation shall inure to the benefit of or be distributed to its members, directors, officers or other private persons, except tat the corporation shall be empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article III.

ARTICLE IX

LEGISLATIVE OR POLITICAL ACTIVITY

No part of the activities of the corporation shall be directed to attempting to influence legislation and the corporation shall not participate in or intervene in any political campaign on behalf of or in opposition to any candidate for public office.

ARTICLE X

OPERATIONAL LIMITATION

Notwithstanding any other provisions 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 the Internal Revenue Code of 1986, or corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code of 1986, or corresponding section of any future federal tax code.

ARTICLE XI

BYLAWS

Bylaws of the corporation may be adopted and or amended by a majority vote of the board of directors at any regular or special meeting so long as they are not inconsistent with the provisions of these articles of incorporation.

These articles of incorporation may be amended by a 2/3 majority vote of the board of directors in attendance at a regular meeting or at a special meeting called for this purpose. Any proposed amendment to the articles of incorporation must be presented to the board of directors at a regular meeting or a special meeting called for that purpose and receive an affirmative vote of two‑thirds of the members in attendance. Any proposed amendment to the articles receiving such affirmative vote shall at the next regular meeting or special meeting called for that purpose again be put to a vote of the members of the board of directors, and such proposed amendment must again receive an affirmative two‑thirds vote of the members present and voting before such amendment shall be enacted. The secretary of the corporation shall notify all members of the board of directors not present at the meeting where such proposed amendment received n affirmative bote of the proposed amendment prior to the next regular meeting or special meeting of the board of directors.

Upon dissolution of the corporation, the Board of Directors shall, after paying or making provisions for the payment of all the liabilities of the corporation, dispose of all the assets of the corporation exclusively for the purposes of the corporation in such a manner, or to such organization or organizations organized and operated exclusively for the charitable, educational, religious or scientific purposes as shall at time qualify as an exempt organization or organizations under Section 501 (c) (3) of the Internal Revenue Code of 1986, corresponding provisions of any future federal tax assets not so disposed of shall be disposed of by the Circuit Court 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 determine, which are organized and operated exclusively for such purpose.