Articles of Incorporation


(May 10, 1974 Revised June 22, 1976 to add "Design Professionals" to name)

I.

The name of this corporation shall be:

Organization of Women Architects and Design Professionals


II.

The purposes for which this corporation is formed are:

(a) The specific and primary purposes are:

(1) To initiate and carry out activities that will improve the professional standing of women in architecture and related fields; to increase the number of women architects; and to increase public interest in and awareness of women within the architectural profession and related fields.

(2) To improve the study and practice of architecture and related fields; to inform and educate the public about the environment and environmental issues; to increase public interest in and awareness of the architectural and related professions and in the responsibilities of these professions in the design of the environment.

(3) To promote contact among the members of the Organization of Women Architects/Design Professionals and with said members and other persons and groups

(b) The general purposes and powers are:

(1) To sue and be sued.

(2) To make contracts.

(3) To receive property by devise or bequest, subject to the laws regulating the transfer of property by will, and otherwise acquire and hold all property, real or personal, including shares of stock, bonds, and securities of other corporations.

(4) To act as trustee under any trust incidental to the principle objects of the corporation, and to receive, hold, administer, and expend funds and property subject to such trust.

(5) To convey, exchange, lease, mortgage, encumber, transfer upon trust, or otherwise dispose of all property, real or personal.

(6) To borrow money, contract debts, and issue bonds, notes, and debentures, and secure the payment or performance of its obligations.

(7) To do all other acts necessary or expedient for the administration of the affairs and attainment of purposes of the corporation.

(8) Notwithstanding any of the above statements of purposes and powers, this corporation shall not, except to an insubstantial degree in any activities or exercise any powers that are not in furtherance of the primary purpose of this corporation.

III.

No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, arid the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office.

IV.

This corporation is organized pursuant to the General Non-Profit Corporation Law of the State of California and does not contemplate pecuniary gain or profit to the members thereof and it is organized for nonprofit public purposes.

V.

The County in this State where the principal office for the transaction of business of this corporation is located is San Francisco County.

VI.

The names and addresses of the persons who are to act in the capacity of directors until the selection of their successors are:

Wendy Bertrand
478 27th Street
San Francisco, California

Mui Ho
1605 Arch Street
Berkeley California

Lucia Bogatay
21 Saturn Street
San Francisco, California

VII.

The authorized number and qualifications of members of this corporation, the different classes of membership, if any, the property, voting and other rights and privileges of members, and the liability of members to dues or assessments and the method of collection thereof shall be as set forth in the bylaws of this corporation provided, however, that any bylaw fixing or changing the qualification for membership in this organization or fixing or changing liability of the members of this corporation for dues and assessments may be adopted, amended, or repealed only by the vote or written consent of a majority of a quorum of voting members of the corporation.

VIII.

The property of this corporation is irrevocably dedicated to charitable purposes and no part of the net income or assets of this organization shall ever inure to the benefit of any director, officer, or member thereof or to the benefit of any private persons. Upon the dissolution or winding up of the corporation its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation, shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code.

If this corporation holds any assets in trust, or the corporation is formed for charitable purposes, such assets shall be disposed of in such a manner as may be directed by decree of the superior court of the county in which the corporation has its principal office, upon petition therefores by the Attorney General or by any person concerned in the liquidation, in a proceeding to which the Attorney General is a party.

IX.

The name of the unincorporated association that is being incorporated is Organization of Women Architects

IN WITNESS WHEREOF, the undersigned, being the Steering Committee members of the Organization of Women Architects/Design Professionals, the unincorporated association that is being incorporated by these Articles of Incorporation, have executed them this 22nd day of June 1976.

Linda Groat signature

Jo Lynn Paulovich signature

On this day of 22nd of June 1976 - before me, Wayne J. Hu, a Notary Public for the State of personally appeared

Linda Groat and Jo Lynn Paulovich

known to me to be the persons whose names are subscribed to the within Articles of Incorporation, and acknowledged to me that they executed the same. IN WITNESS THEREOF, I have here unto set my hand and affixed my official seal on the day and year first above written.

Notary Public WAYNE J. HU
NOTARY PUBLIC CALIFORNIA
City and County of SAN FRANCISCO
My Commission Expires July 21 1979
619 Clay Street. San Francisco, Calif. 94111

If this corporation holds any assets in trust, or the corporation is formed for charitable purposes, such assets shall be disposed of in such a manner as may be directed by decree of the superior court of the county in which the corporation has its principal office, upon petition therefores by the Attorney General or by any person concerned in the liquidation, in a proceeding to which the Attorney General is a party.

***