HomeMy WebLinkAbout2008 05 08 FLS Articles of Amendment to Incorporation 05/19/2008 12:11:27 PM -0400 POWERED BY ORCAFAX PAGE 2 OF 3
1108000132888
ARTICLES OF AMENDMENT
to
ARTICLES OF INCORPORATION
of
FISHERMAN'S LANDING SEBASTIAN,INC.
Pursuant to the provisions of section 6'17.1006,Florida,S7atutes, the undersigned Florida nonprofit corporation adopts
the following articles of amendment to its articles of incorporation. o
co .c.
ter°
FIRST: Amcndrncnt(s)adopted: n r
o' rr
ARTICLE III PURPOSE(S) y oc>
The specific purpose(s)for which the corporation is organized is(arc): N �0
A working waterfront used for educational purposes that educates the public about economic,cultural sJ r
bbtorie heritage of Florida's traditional working waterfronts.
Said organization is organized exclusively for charitable,religious,educational and scientific purposes,includ-
ing,fbrsuch purposes,tbe making of distributions to organizations that qualify as exempt organisations under Section
501(c)(3)of the Internal Revenue Code,or corresponding section of any future federal tax code.
No pert of the net earnings of the organization shall inure to the benefit of,or be distributable to its members,
trustees,officers,or other private persons,except that the organization shall be authorised sod empowered to pay
reasonable compensation for services rendered and to make payments and distributions in furtherance of the pur-
poses set forth in the purpose clause hereof.No substantial part of the activities of the organisation shall be the
carrying OR of propaganda,or otherwise attempting to influence legislation,and the organization shall not participate
in,or Intervene in(Including the publishing or distributions of statements)and political campaign on behalf of any
candidate for public oftice.
Notwithstanding any other provision of this document,the organization shall not carry on any other activity
out permitted to be carried on(a) by an organization exempt from Federal income tax under section 501(c)(3)of the
Internal Revenue Code,or corresponding section of any future tax code,or(b)by an organization,contributions to
which are deductible under section 170(c)(2)of the Internal Revenue Code,or corresponding section of any future
federal tax code.
Upon the dissolution of the organisation,assets shall be distributed for one or more exempt purposes within the
meaning otsection 301(c)(3)of the Internal Revenue Cods,or corresponding section of any future Federal tax code,
or shall be distributed to the federal government,or to a state or local government,for a public purpose.Any such
assets not disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of
the organization is then located,exclusively for such purposes or to such organization of organisations,us said Court
shall determine,w bleb are organized and operated exclusively for such purposes.
H08000132685
41
x-y ,,05/19/2008 12 :11 :27 PM -0400 POWERED BY ORCAFAX PAGE 3 OF 3
H08000132885
SECOND: The Date of each amendment's adoption, May 08,2008
THIRD: Adoption of Amendment(s)(CHECK ONE):
0 The amendment(s)was(wore)adopted by the members and the number of votes cast for the
amendment was sufficient for approval.
Er 'Thera are no members or members entitled to vote on the amendment.The am enciment(s)was(were)
adopted by the board of directors.
Signed this 8th day of May 20 08 •
Signature
(Signature of C airman,Vice Chairman,President or other officer)
Charles W. Sembler
•typed nr printed name
President
Title
H08000132885
•
1
Articles of Amendment 2,14
to ll/ /
• Articles of Incorporation ��/0:0/
of
FISHERMAN'S LANDING SEBASTIAN, INC. y4
(Name of Corporation as currently filed with the Florida Dept.of State)
N08000004478
(Document Number of Corporation(if known)
Pursuant to the provisions of section 617.1006, Florida Statutes,this Florida Not For Profit Corporation adopts
the following amendment(s)to its Articles of Incorporation:
A. If amending name,enter the new name of the corporation:
The new name must he distinguishable and contain the word "corporation" or "incorporated" or the
abbreviation "Corp."or " Inc. ""Company"or "Co."may not be used in the name.
B. Enter new principal office address,if applicable:
(Principal office address MUST BE A STREET ADDRESS)
C. Enter new mailing address,if applicable:
(Mailing address MAY BE A POST OFFICE BOX)
•
D. if amending the registered agent and/or registered office address in Florida,enter the name of the
new registered agent and/or the new registered office address:
Name of New Registered Agent:
•
New Registered Office Address: (Florida street address)
, Florida
(City) (Zip Code)
New Registered Agent's Signature,if changing Registered Agent:
I hereby accept the appointment as registered agent. I am familiar with and accept the obligations of the
position.
Signature of New Registered Agent, if changing
Page 1 of 3
1 If amending the Officers and/or Directors,enter the title and name of each officer/director being
removed and title,name,and address of each Officer and/or Director being added:
(Attach additional sheets, if necessary)
Title Name Address Tyne of Action
O Add
0 Remove
D Add
D Remove
❑ Add
D Remove
E. If amending or adding additional Articles,enter change(s)here:
(attach additional sheets, if necessary). (Be specific)
ARTICLE III PURPOSE(S)
The specific purpose(s)for which the corporation is organized is (are):
To provide waterfront access to licensed commercial fisherman, aquaculturists. or
business entities for their commercial harvest of marine organisms or saltwater products
and conduct exhibitions, demonstrations and educational venues to promote and inform
the public about the economic, cultural and historic heritage of Florida's traditional
working waterfronts. Working Waterfront means (a)activities for the purpose of the
commercial harvest of marine organisms or saltwater products by state-licensed
commercial fishermen, aquaculturists, or business entities, including piers, wharves,
docks, or other facilities operated to provide waterfront access to licensed commercial
fishermen, aquaculturists, or business entities; or(b)activities for exhibitions,
demonstrations, educational venues, civic events and other purposes that promote and
the public about economic, cultural and historic heritage of Florida's traditional working
waterfronts, including the marketing of the seafood and aquaculture industries.
Page 2 of 3
Said organization is organized exclusively for charitable, educational and
scientific purposes, including, for such purposes, the making of distributions to
Organizations that qualify as exempt organizations under Section 501(c)(3) of the
Internal Revenue Code, or corresponding section of any future federal tax code.
No part of the net earnings of the organization shall inure to the benefit of,
or be distributable to its members, trustees, officers, or other private persons,
except that the organization shall be authorized and empowered to pay
reasonable compensation for services rendered and to make payments and
Distributions in furtherance of the purposes set forth in the purpose clause
hereof. No substantial part of the activities of the organization shall be the
carrying on of propaganda, or otherwise attempting to influence legislation, and
the organization shall not participate in, or intervene in (including the publishing
or distributions of statements) and political campaign on behalf of any candidate
for public office.
Notwithstanding any other provision of this document, the organization
shall not carry on any other activities not permitted to be carried on (a) by an
organization exempt from Federal income tax under section 501 (c) (3) of the
Internal Revenue Code, or corresponding section of any future tax code, or (b) by
an organization, contributions to which are deductible under section 170 (c) (2) of
the Internal Revenue Code, or corresponding section of any future federal tax
code.
Upon the dissolution of the organization, assets shall be distributed for
one or more exempt purposes within the meaning of section 501(c) (3) of the
Internal Revenue Code, or corresponding section of any future Federal tax code,
or shall be distributed to the federal government, or to a state or local
government, for a public purpose. Any such assets not disposed of shall be
disposed of by the Court of Common Pleas of the county in which the principal
office of the organization is then located, exclusively for such purposes or to such
organization of organizations, as said Court shall determine, which are organized
and operated exclusively for such purposes.
oF3
•• ' ' The date of each amendment(s)adoption: November 1, 2008
Effective date if applicable: November 1, 2008
(no more than 90 days after amendment file date)
Adoption of Amendment(s) (CHECK ONE)
❑ The amendment(s)was/were adopted by the members and the number of votes cast for the amendment(s)
was/were sufficient for approval.
a There are no members or members entitled to vote on the amendment(s). The amendment(s)was/were
adopted by the board of directors.
Dated // /7/0
Signature
(By the chairman or vice chairman of the board,president or other officer-if directors
have not been selected, by an incorporator— if in the hands of a receiver, trustee, or
other court appointed fiduciary by that fiduciary)
,Ies w - Sfinbiec
(Typed or printed name of person signing)
(Title of person signing)
Page 3 of 3
{ A
05/06/2008 3:55:53 PM —0500 POWERED BY ORCAFAX PAGE. 2 OF 4
ARTICLES OF INCORPORATION NQ8000123040
The undersigned acting as Incorporators)ofa corporation pursuant to chapter 617 Florida Statutes,
adopt(s)the follbwtng Article:of Incorporation:
ARTICLE I NAME
The name ofthe corporation shall be: r-rn A
Srn a
Fisherman's Landing Sebastian, Inc. -�-
ARTICLE II PRINCIPAL u)22 rn
Principal place of business and mailing address a; n i
The principal place 0/business and mailing address of this corporation shall be: r
Fisherman's Landing Sebastian,Inc. °rn o
6943 49th Street
Vero Beach,FL 32967
ARTICLE III PURPOSE(S)
A Chapel for worship for practice of Religious freedom
Said organization is organized exclusively forcharitahle,religious,educational and scientific purposes,including,for
such purposes,the making ofdistributiona to organizations that qualify as exempt organizations under Section 501(c)(3)ofthe
Internal Revenue Code,or corresponding section of any future federal tax code.
No part ofthe net earnings of the organization shall inure to the benefit of,or be distributable to Its members,
trustees,officers,or other private persons,except that the organization shall be authorized and empowered to pay
reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes
set forth in the purpose clause hereof.No substantial part ofthe activities ofthe organization shall be the carrying on of
propaganda,or otherwise attempting to influence legislation,and the organization shall not participate in,or intervene in
(including the publishing or distributions of statements)and political campaign on behalf of any candidate for public office.
Notwithstanding any other provision of this document,the organization shall not carry on any other activities not
permitted to be carried on(a) by an organization exempt from Federal income tax under section 501 (c)(3)of the
Internal Revenue Code,or corresponding section of any future tax code,or(b)by an organization,contributions to which
are deductible under section 170(c)(2)of the Internal Revenue Code,or corresponding section of any future federal tax
code.
Upon the dissolution of the organization,assets shall be distributed for one or more exempt purposes within the
meaning of section 501(c)(3)of the Internal Revenue Code,or corresponding section of any future Federal tax code,or
shall be distributed to the federal government,or to a state or local government,for a public purpose.Any such assets not
disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the
organization is then located,exclusively for such purposes or to such organization of organizations,as said Court shall
determine,which are organized and operated exclusively for such purposes.
•
H08000123040
05/06/2008 3:55:53 PM —0500 POWERED BY ORCAFAX PAGE 3 OF 4
ARTICLE IV
Manger of election of directors 1108423040
The manner in which the directors are elected or appointed is as follows:
The Method of election of directors are to be stated in the bylaws.
ARTICLE V
Initial Directors/Officers
The names and street addresses of the Directors/Officers:(OPTIONAL)
Charles W.Semblar-6945 49th Street,Vero Beach,FL 32967-Director/Preside/It
ARTICLE Vi
Initial registered agent and street address
The name and the street address of the initial registered agent is:
Charles W.Sembler
6945 49th Street
Vero Beach,FE, 32967
ARTICLE VII
Incorporators
The narne(s)and the street addres(es)oftbe Incorporators)for these articles ofIneorporation is(are):
Charles W.Sembler
6945 49th Street
Vero Beach,FL 32967
The undersigned incorporator(s)has(have)executed these Articles of Incorporation this
6rh day of May 2008.
Charles W.Sembler
GNA1URE Incorporator
1408000123040
.
05/06/2008 3:55:53 PM —0500 POWERED BY ORCAFAX PAGE 4 OF 4
H08000123040
CERTIFICATE OF DESIGNATION OF
REGISTERED AGENT/REGISTERED OFFICE
PURSUANT TO THE PROVISIONS OF SECTION 607.0501, FLORIDA STATUTES,THE
UNDERSIGNED CORPORATION,ORGANIZED UNDER THE LAWS OF THE STATE OF
FLORIDA.SUBMITS THE FOLLOWING STATEMENT M THE DESIGNATING THE
REGISTERED OFFICE/AGENT, 114 THE STATE OF FLORIDA.
I. The name of the corporation is: Fisherman's Landing Sebastian, Inc,
2.The name and address of the registered agent and office t3;
CLsdea W Sembler
Name
6943 49th Street
(P.O.Boa or Mali Drop Box NOT Aoo.ptsbk)
Vero Beacb,IL 3296/
(City/Steel'Lip)
Having been named as registered agent and to accept service of process for the above stated
corporation at the place designated in this certificate,I hereby accept the appointment as registered
agent and agree to act in this capacitx I further agree to comply with the provisions of all the statutes
relating to the proper and complete performance of my dirties,and am familiar with and accept the
obligations of my position as registered agent.
-1 r
D cn
s rn
can t r--
_ May 06.2008 2.
arses W,Sembler (Date) in
signatures ; o
O 1'1 CD
•
rr
H08000123040