Articles Of Non-Profit Conversion

D PC The Commonwealth of Massachusetts William Francis Galvin Secretary of the Commonwealth One Ashburton Place, Boston, Massachusetts 02108-1512 (General Laws Chapter 156D, Section 9.32; 950 CMR 113.26) (1) Exact name of corporation prior to filing articles of conversion: ________________________________________________ Articles of Non-Profit Conversion (2) A corporate name that satisfies the requirements of G.L. Chapter 180, Section 3 and G.L. Chapter 156B, Section 11: _________________________________________________________________________________________________ (3) The plan of non-profit conversion was duly approved by the shareholders and, if voting by an separate voting group was required, by each separate voting group in the manner required by G.L. Chapter 156D and the articles of organization. (4) The plan of nonprofit conversion was duly approved in accordance with the organic law of the domestic nonprofit corporation. (5) The following information is required to be included in the articles of organization pursuant to G.L. Chapter 180, Section 3 permitted to be included in the articles pursuant to General Laws, Chapter 180. The exact name of the non-profit corporation is: ARTICLE I The purpose of the corporation is to engage in the following activities: ARTICLE II P.C. c156ds932950c11326 07/19/04 American LegalNet, Inc. www.FormsWorkFlow.com A non-profit corporation may have one or more classes of members. If it does, the designation of such classes, the manner of election or appointments, the duration of membership and the qualification and rights, including voting rights, of the members of each class, may be set forth in the by-laws of the corporation or may be set forth below: ARTICLE III *Other lawful provisions, if any, for the conduct and regulation of the business and affairs of the corporation, for its voluntary dissolution, or for limiting, defining, or regulating the powers of the corporation, or of its directors or members, or of any class of members, are as follows: ARTICLE IV The by-laws of the corporation have been duly adopted and the initial directors, president, treasurer and clerk or other presiding, financial or recording officers, whose names are set out on the following page, have been duly elected. ARTICLE V * If there are no provisions, state "None". Note: The preceding four (4) articles are considered to be permanent and may only be changed by filing appropriate Articles of Amendment. American LegalNet, Inc. www.FormsWorkFlow.com The effective date of conversion of the corporation shall be the date approved and filed by the Secretary of the Commonwealth. If a later effective date is desired, specify such date, which must be in accordance with General Laws, Chapter180. ARTICLE VI The information contained in Article VII is not a permanent part of the Articles of Organization. a. The street address (post office boxes are not acceptable) of the principal office on the corporation in Massachusetts. b. The name, residential address and post office address of each director and officer of the corporation is as follows: Name President: Treasurer: Clerk: Directors: (or officers having the powers of directors) Residential Address Post Office Address ARTICLE VII c. The fiscal year of the corporation shall end on the last day of the month of: ________________________________________ d. The name and business address of the resident agent, if any, of the corporation is: ___________________________________ ____________________________________________________________________________________________________ I/We, the below signed incorporator(s), do hereby certify under the pains and penalties of perjury that I/we have not been convicted of any crimes relating to alcohol or gaming within the past ten years. I/We do hereby further certify that to the best of my/our knowledge the above-named officers have not been similarly convicted. If so convicted, explain. IN WITNESS WHEREOF AND UNDER THE PAINS AND PENALTIES OF PERJURY, I/we, whose signature(s) appear below as incorporator(s) and whose name(s) and business or residential address(es) are clearly typed or printed beneath each signature, do hereby associate with the intention of forming this corporation under the provisions of General Laws, Chapter 180 and do hereby sign these Articles of Organization as incorporator(s) this _______ day of ________________________ , 20 _____ , ____________________________________________________________________________________________________ ____________________________________________________________________________________________________ ____________________________________________________________________________________________________ ____________________________________________________________________________________________________ . Note: If an existing corporation is acting as incorporator, type in the exact name of the corporation, the state or other jurisdiction where it was incorporated, the name of the person signing on behalf of said corporation and the title he/she holds or other authority by which such action is taken. American LegalNet, Inc. www.FormsWorkFlow.com COMMONWEALTH OF MASSACHUSETTS Secretary of the Commonwealth One Ashburton Place, Boston, Massachusetts 02108-1512 William Francis Galvin (General Laws, Chapter 156D, Section 9.32) I hereby certify that upon examination of these articles of conversion, duly submitted to me, it appears that the provisions of the General Laws relative to the organization of corporations have been complied with, and I hereby approve said articles; and the filing fee in the amount of $______ having been paid, said articles are deemed to have been filed with me this _____________ day of ______________20_______ at _______a.m./p.m. time Effective date: _________________________________________________ Articles of Non-Profit Conversion WILLIAM FRANCIS GALVIN Secretary of the Commonwealth Filing fee: Minimum $250 Examiner Name Approval C P M R.A. TO BE FILLED IN BY CORPORATION Contact Information: ___________________________________________________________ ___________________________________________________________ ___________________________________________________________ Telephone: ___________________________________________________ Email: ______________________________________________________ Upon filing, a copy of this filing will be available at www.sec.state.ma.us/cor. If the document is rejected, a copy of the reject