(Original
is stamped NOT FOR PROFIT with recording stamp 79 AUG 31)
ARTICLES OF INCORPORATION
OF
THIRTEEN FORTY-NINE RACE CONDOMINIUM
ASSOCIATION, INC.
The undersigned, acting as the incorporator
of a corporation under the Colorado Non-Profit Corporation Act, Article 20 of Title 7, Colo. Rev. Stat. 1973, hereby adopts
the following Articles of Incorporation for such corporation:
FIRST: The name of the corporation
is THIRTEEN FORTY-NINE CONDOMINIUM ASSOCIATION, INC.
SECOND: The period of its duration
is perpetual.
THIRD: The corporation does not contemplate
pecuniary gain or profit, direct or indirect, to its members. The purposes for which it is formed are primarily to promote
the common good and general welfare of the owners and residents within the premises known as Thirteen Forty-Nine Race Condominiums,
1349 Race Street, Denver, City and County of Denver, Colorado, hereinafter referred to as the "Property," and to bring about
civic betterment and social improvements, and for these purposes, to:
a. enforce any and all covenants,
restrictions, liens for the benefit of the corporation and agreements applicable to the Property; specifically including,
but without limitation, the Condominium Declaration for Thirteen Forty-Nine Race Condominiums, to be hereafter recorded in
the Office of the County Clerk and Recorder of the City and County of Denver, Colorado;
b. fix assessments to be levied against the Property;
c. insofar as permitted by law, do any other thing that, in
the opinion of the Board of Directors, will promote the social welfare, common good and general welfare of the residents and
owners of the Property, protect the value and desirability, enhance the safety and habitability of the Property, or bring
about civic betterment or social improvements.
FOURTH: Provisions for the regulation of the internal affairs of the corporation, including provisions for the distribution of assets
on dissolution or final liquidation, are:
1. Members and Voting. The membership of the corporation
shall consist of such classes of members as may be provided for in the By-Laws and/or the Declaration. The rights, priorities
and obligations of members shall be such as prescribed by the By-Laws and the Declaration. Cumulative voting of members in
the election of directors shall not be allowed.
2. Management. The affairs of the corporation shall be managed
by its Board of Directors as provided in the By-Laws and/or the Declaration.
3. Prohibited Activities and Distribution of Assets. No part
of the income or net earnings of the corporation shall be distributable to or inure to the benefit of its members, directors,
officers, or any individual; provided, however, that reasonable compensation may be paid for any services rendered to the
corporation, and payments and distributions may be made in furtherance of the purposes set forth in Article Third hereof.
No substantial part of the activities of the corporation shall be the carrying on of propaganda or otherwise attempting to
influence legislation, and 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. Notwithstanding any other provision of
these Articles, the corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt
from federal income taxation under the applicable provisions of Section 501(c) of the Internal Revenue Code of 1954, as amended,
(or the corresponding provision of any future law or statute enacted by the United states or the state of Colorado). In the
event of dissolution of the corporation, the property and assets thereof remaining, after providing for all obligations and
liabilities of the corporation, shall then be disposed of exclusively for the purposes of the corporation in such manner,
or to such organization or organizations exempt from taxation under
-2-
Section 501(c) of the organizations exempt from taxation under Section 501(c) of the
Internal Revenue Code of 1954 (or the corresponding provision of any future law or statute enacted by the United States or
the State of Colorado) as shall be determined by the Board of Directors.
4. By-Laws. The By-Laws of the corporation shall govern its
internal affairs. The By-Laws shall conform to law and the provisions of these Articles of Incorporation.
FIFTH: The address of the initial registered office of the corporation
is 2740 Energy Center One, 717 17th Street, Denver, Colorado 80202; and the name of its initial registered agent at such office
is George H. Tilton, Jr.
SIXTH: The number of directors constituting the initial Board of
Directors of the corporation is three and the names and addresses of the persons who are to serve as the initial directors
are:
Alice Ely Menas
P.O. Box 528
La Jolla, California 92038
William C. Winter
P.O. Box 1692
La Jolla, California 92038
Vincent K. Turner
28169 Colorado Highway 74
Evergreen, Colorado 80439
A change in the number of directors may be made by amendment to
the corporation's By-Laws.
SEVENTH: The name and address of the incorporator is:
George H. Tilton, Jr.
2740 Energy Center One
717 l7th Street
Denver, Colorado 80202
Dated: _______August__ 28 , 1979.
(Original is signed by George H. Tilton, Jr.)
__________________________________
George H. Tilton, Jr.
STATE OF COLORADO
}
} SS.
CITY AND COUNTY OF DENVER }
-3-
I, ____________Sallie Bray ________ , a Notary Public in and for the City and County and State aforesaid, do hereby certify
that George H. Tilton, Jr., who is personally known to me to be the person whose name is subscribed to the foregoing Articles
of Incorporation, appeared before me this day in person and upon oath swore to the truth of the facts therein stated and acknowledged
that he signed and delivered said instrument of writing as his free and voluntary act.
Given under my hand and official seal this 28th day of August,
1979.
My commission expires: September 13, 1981.
(Original is signed by Sallie
Bray _________________________________________
Notary Public
RECORD OF PROCEEDINGS
MINUTES OF ORGANIZATION MEETING
OF DIRECTORS OF
THIRTEEN FORTY-NINE RACE
CONDOMINIUM ASSOCIATION, INC.
The organization meeting of the Board of Directors and Incorporators named in the Articles
of Incorporation of Thirteen Forty-nine Race Condominium Association, Inc. was held August 31, 1979 at 717-17th Street, Suite
2740, Denver, Colorado.
Present were: Alice Ely Menas, William C. Winter, and Vincent K. Turner.
By unanimous consent of such directors and incorporators William C. Winter was chosen
Chairman of the meeting and Alice Ely Menas secretary of the meeting. Each of said directors then waived all notice of time,
place and purpose of said meeting and consented that any and all business pertaining to the affairs of the corporation might
be transacted thereat. Such waiver and consent are evidenced by the written approval of these minutes by each of said directors.
The Chairman reported that Articles of Incorporation for the corporation had been filed
in the office of the Secretary of State on August 31, 1979. The Secretary was instructed to cause a copy of such Articles,
certified by the Secretary of State, to be inserted in the corporation minute book.
The Chairman presented a set of By-Laws for the government of the corporation, the conduct
and management of its affairs, and the management of its property, which By-Laws were discussed, article by article. On motion
duly made, seconded and carried unanimously, it was
RESOLVED, that the By-Laws submitted to this meeting are hereby adopted as the By-Laws of this corporation,
and that the Secretary of this corporation is hereby instructed to cause a copy of such By-Laws to be inserted in the corporation
minute book immediately following a copy of the Articles of Incorporation.
The Chairman presented a form of seal for the corporation. After discussion and on motion
duly made, seconded and carried unanimously, it was
RESOLVED, that the seal, an impression of which is hereto affixed, is hereby adopted as the corporate
seal of this corporation.
The Chairman then stated that the next business to come before the meeting was the election
of officers of the corporation to hold office for the ensuing year and until their respective successors are chosen and qualified
and called for nominations. Thereupon the following were nominated as officers of the corporation:
William C. Winter - President and
Asst. Treasurer
Alice Ely Menas - Vice President, Secretary
and Treasurer
Vincent K. Turner - Assistant Secretary
RECORD OF PROCEEDINGS
The foregoing persons were then unanimously elected to the offices for which they had
been nominated, each to serve until election and qualification of his successor.
The Chairman stated the next order of business would be the selection of a fiscal year
for the corporation. After discussion and on motion duly made, seconded and carried unanimously, it was
RESOLVED, that the fiscal year of this corporation end on each July 3lst.
No other business being presented, upon motion duly made, seconded and carried unanimously,
the meeting was adjourned.
Respectfully submitted,
(Original is signed by Alice Ely Menas)
______________________________
Alice Ely Menas
Secretary
The undersigned directors hereby waive notice of time, place and purposes of the above meeting
and approve, confirm and consent to the transaction of matters
as stated in the above minutes.
(Original is
signed by William C. Winters)
_________________________
William C. Winters
(Original is signed by Alice Ely Menas)
_____________________________
Alice Ely Menas
(Original signed by Vincent K. Turner
__________________________________
Vincent K. Turner
