ARTICLES OF INCORPORATION
NORTH CAROLINA BUILDING INSPECTORS' ASSOCIATION, INC.
A NONPROFIT CORPORATION
The undersigned, being a natural person of the age of twenty-one years or more, acting as incorporator for the purpose of creating a nonprofit corporation under the laws of the State of North Carolina, as contained in Chapter 55A of the General Statutes of North Carolina, entitled "Nonprofit Corporation Act", hereby sets forth:
1. The name of the Corporation is NORTH CAROLINA BUILDING INSPECTORS' ASSOCIATION, INC.
2. The period of duration of the Corporation shall be perpetual.
3. The Corporation is formed exclusively for purposes for which a corporation may be formed under the Non-Profit Corporation Act and not for pecuniary profit or financial gain. No part of the assets, income, or profit of the Corporation shall be distributable to, or inure to the benefit of, its members, directors, or officers except to the extent permitted under the Non-Profit Corporation Act and as provided upon liquidation in Paragraph 7. The Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments for lawful debts and expenditures for the exempt purposes of the Corporation, and to accept money from any person, corporation, or organization to assist in carrying out its exempt purposes. The Corporation shall not take steps which will serve to facilitate the transaction of specific business by its members or promote the private interest of any member, or engage in any activities which would constitute a regular business of a kind ordinarily carried on for profit.
4. The purpose for which the Corporation is organized is to promote uniform understanding, application, and enforcement of all state and local building laws and regulations; to cooperate and assist in the development of building regulations and standards; to promote all means of increasing the level of professionalism and efficiency of local building inspectors; and to create a better public understanding and appreciation of building regulations and their importance to the public health, safety and welfare.
5. The Corporation shall have the power, either directly or indirectly, either alone or in conjunction or cooperation with others, to do any and all lawful acts and things and to engage in any and all lawful activities which may be necessary, useful, suitable, desirable, or proper for the furtherance, accomplishment, fostering, or attainment of any or all of the purposes for which the Corporation is organized, and to aid or assist other organizations whose activities are such as to further accomplish, foster, or attain any of such purposes. Notwithstanding anything herein to the contrary, the Corporation shall exercise only such powers as are in furtherance of the exempt purposes of organizations set forth in Section 501(c) of the Internal Revenue Code of 1986 and the Regulations thereunder as the same now exist or as they may be hereafter amended from time to time.
6. The Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.
7. In the event of the liquidation or dissolution of the Corporation, whether voluntary or involuntary, no director or officer or any private individual shall be entitled to any distribution or division of its remaining property or its proceeds except as herein provided. The balance of all money and other property which the Corporation receives from any source, after the payment of all debts and obligations of the Corporation, shall be used or distributed, as provided by law, for purposes within those set forth in Paragraphs 3 and 4 of these Articles and within the intendment of Section 501(c) of the Internal Revenue Code of 1986 and the Regulations there under as the same now exist or as they may be hereafter amended from time to time or shall be distributed back to the members in proportion to the amount of cumulative dues contributed to the Corporation, in accordance with a Plan of Liquidation adopted by the Board of Directors.
8. The Corporation shall have no capital stock.
9. The Corporation shall have members who shall have such rights as determined by the Corporation's Bylaws.
10. The election and composition of the Board of Directors shall be in accordance with the provisions of the Corporation's Bylaws.
11. The address of the initial registered office of the Corporation is as follows: 2500 Two Hannover Square, Raleigh, Wake County, North Carolina 27601, and the principal office of the Corporation is as follows: 410 North Boulan Avenue, Raleigh, North Carolina 27602.
The name of the initial registered agent of the Corporation at the above address is Cathleen M. Plaut.
12. The number of directors constituting the initial Board of Directors shall be ten (10) and the names and addresses of the persons who are to serve as directors until the first meeting of the Corporation or until their successors are elected and qualified are:
13. The name and address of the incorporator is:
Cathleen M. Plaut
2500 Two Hanover Square
P.O. Box 1351
Raleigh, NC 27602
IN WITNESS WHEREOF, I have hereunto subscribed my hand and seal, this the _____ day of ______________________________, 1997.
Cathleen M. Plaut
I, ________________________________, a Notary Public, hereby certify that on this ________ day of ____________________, 1997, personally appeared before me CATHLEEN M. PLAUT, who, being by me first duly sworn, declared that she signed the foregoing document in the capacity indicated, that she was authorized so to sign, and that the statements therein contained are true.
My Commission Expires: ________