Incorporation

ARTICLES OF INCORPORATION OF BURNT STORE ISLES ASSOCIATION, INC.

We, the undersigned, hereby associate ourselves together for the purpose of becoming incorporated under the laws of the State of Florida applicable to corporations not for profit, and we do make and subscribe the following Articles of incorporation:

ARTICLE ONE

The name of this corporation shall be BURNT STORE ISLES ASSOCIATION, INC.

ARTICLE TWO

This is a non-profit corporation organized solely for general charitable purposes pursuant to Chapter 617, Florida Statutes, 1979.

The specific and primary purposes for which this corporation is formed are to provide a means for residents and owners of property in Burnt Store Isles to jointly promote the continual improvement of the neighborhood, to foster good fellowship, to protect the health, safety and well-being of the residents and owners; and to cooperate with other civic groups, owner associations and governmental agencies as they consider plans and programs for the area.

The general purposes for which this corporation is formed are to operate exclusively for such charitable and educational purposes as will qualify it as an exempt organization under Internal Revenue Code Section 501 subdivision (c)(7), including for such purposes, the making of distributions to organizations that qualify as tax-exempt organizations under the code.

This corporation shall have and exercise all rights and powers conferred on corporations not for profit under the laws of the State of Florida which are in effect at the time of filing of the Articles of Incorporation and specifically those powers set forth in Chapter 617, Florida, Statues, 1979.

No part of the net earnings, properties, or assets of this corporation, or dissolution or otherwise, shall inure to the benefit of any private person or individual or any member or director of this corporation, and on liquidation or dissolution, all properties and assets of this corporation remaining after paying or providing for all debts and obligations shall be distributed and paid over to such fund, foundation, or corporation organized and operated for charitable purposes as the board of trustees shall determine under Internal Revenue Code Section 501 subdivision (c)(7), or as the same may be amended.

The corporation shall not engage in any act of self-dealing as defined in Section 4941 subdivision (d) of the Internal Revenue Code of 1956, or corresponding provisions of any subsequent federal tax laws.

The corporation shall not retain any excess business holdings as defined in Section 4943 subdivision (c) of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal tax laws.

The corporation shall not make any investments in such manner as to subject it to tax under Section 4944 of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal tax laws.

The corporation shall not make any taxable expenditures as defined in Section 4945 subdivision (d) of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal tax laws.

The corporation shall distribute its income for each taxable year at shall time and in such manner as not to become subject to the tax on undistributed income imposed by Section 4942 of the Internal Revenue Code of 1954, or corresponding provisions of any subsequent federal tax laws.

ARTICLE THREE
REGISTERED OFFICE AND INITIAL REGISTERED AGENT

The registered office and the street address for the initial registered office of the corporation is as follows: 730 Antalya Court, Punta Gorda, Florida 33950; and the name of its initial registered agent at such address is: ROY B. HENDON.

ARTICLE FOUR
TERM OF CORPORATION 

The term for which this corporation shall exist shall be perpetual or until the corporation shall be dissolved in accordance with the provisions of law.

ARTICLE FIVE
QUALIFICATION OF MEMBERS 

The qualifications of members and the manner of admitting members shall be as follows: An individual owning one or more lots of land in Burnt Store Isles shall upon the payment of membership fee, dues or other charges, as provided for in the By-Laws of this corporation be a member for the calendar year in which the contribution was made and succeeding years upon the payment of membership dues as provided for in the By-Laws of the corporation. Each member of the corporation shall be entitled to one vote at all membership meetings. The By-Laws may provide for honorary and associate memberships for individuals who do not otherwise qualify for voting membership in the corporation but who are deemed worthy of such office by the Board of Directors who are authorized to appoint honorary and associate members. Any membership fees or other charges for honorary and associate members shall be as set forth in the By-Laws.

ARTICLE SIX
SUBSCRIBERS TO CORPORATION

The names and residences of the subscribers to these Articles of Incorporation are as follows:

NAME RESIDENCE ADDRESS

Roy B. Hendon 
730 Antalya Court
Punta Gorda, FL 33950

Hannabelle Varga 
461 Macedonia Drive
Punta Gorda, FL 33950

Caroline N. Lanoway 
619 Maltese Drive
Punta Gorda, FL 33950

Joan D. Wilkinson 
692 Monaco Drive
Punta Gorda, FL 33950

ARTICLE SEVEN
BOARD OF DIRECTORS

The affairs of the corporation are to be managed by a Board of Directors comprised of not less than three individual members of the corporation and they shall be elected by the members at the annual meeting of the corporation, the number of directors and the time and place of the election of directors to be fixed and established in the By-Laws of the corporation from time to time. The members annually shall elect from among the membership a President, one or more Vice Presidents, a Secretary, a Treasurer and such other officers and directors as shall be established and provided for in the By-Laws.

ARTICLE EIGHT
ELECTION OF EXECUTIVE COMMITTEE

The Board of Directors shall have authority to elect from among its membership an executive committee, the number of members of which shall be prescribed in the By-Laws, and which shall, to the extent provided by the By-Laws, transact the business of the corporation between meetings of the Board of Directors.

ARTICLE NINE
NAMES OF OFFICERS

The names of the officers who shall serve until the first election pursuant to these Articles of Incorporation are the following: 

President, Roy B. Hendon

Vice President, Hannabelle Varga

Secretary, Caroline N. Lanoway

Treasurer, Joan D. Wilkinson

ARTICLE TEN
NUMBER CONSTITUTING THE FIRST BOARD OF DIRECTORS

The number of persons constituting the first Board of Directors shall be eight (8), however, the exact number shall be determined in the By-Laws, and the names and residences of the persons who shall serve as directors until the first election hereunder are the following:

NAMES and RESIDENCE ADDRESSES

Roy B. Hendon 
730 Antalya Court
Punta Gorda, FL 33950

Hannabelle Varga 
461 Macedonia Drive
Punta Gorda, FL 33950

Caroline N. Lanoway 
619 Maltese Drive
Punta Gorda, FL 33950

Joan D. Wilkinson 
692 Monaco Drive
Punta Gorda, FL 33950

Stewart G. Price 
501 Macedonia Drive
Punta Gorda, FL 33950

William F. Richards 
621 Macedonia Drive
Punta Gorda, FL 33950

Rex B. Peoples 
686 Monaco Drive
Punta Gorda, FL 33950

Harold Dennis 
539 Macedonia Drive
Punta Gorda, FL 33950

ARTICLE ELEVEN 

The Board of Directors shall have to power to initiate, adopt, alter, amend and rescind the By-Laws of the corporation.

ARTICLE TWELVE 

The members of this corporation have the power to adopt amendments to these Articles of Incorporation by having a majority of those present at the annual meeting of the corporation vote for and pass a resolution authorizing the setting forth the amendment subject, however, to the statutory requirement for approval by and filing with the Secretary of State of the State of Florida.

ARTICLE THIRTEEN
DISTRIBUTION OF ASSETS ON DISSOLUTION

This corporation is one which does not contemplate pecuniary gain or profit to members thereof and it is organized solely for non-profit purposes. On the winding up and dissolution of this corporation, after payment of or adequate provision for the debts and obligations of the corporation, the remaining assets shall be distributed to a non-profit fund, foundation, or corporation, which is organized and operated exclusively for charitable and/or scientific purposes and which has established its tax-exempt status under Section 501 subdivision (c) (3) of the Internal Revenue Code. If this corporation holds any assets in trust, such assets shall be disposed of in such manner as may be directed by decree of the Circuit Court of the county in which this corporation's principal office is located, on petition therefore by and any one of the last Board of Directors.

We, the undersigned, constituting the incorporaters of this corporation, and including all the persons named herein as the subscribers, for the purpose of forming this non-profit charitable corporation under the laws of the State of Florida, have executed these Articles of Incorporation this 19th day of May, A.D., 1983.

(Signed by):

Roy B. Hendon 
Hannabelle Varga
Caroline N. Lanoway 
Joan D. Wilkinson

Note: This document has been retyped in compacted form for insertion into this website. The original copy is on file with the BSIA, Inc., Board of Directors