ARTICLES OF INCORPORATION OF AUGUSTE NONCO PELAFIGUE FOUNDATION AGENT S AFFIDAVIT AND ACKNOWLEDGEMENT OF ACCEPTANCE

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3 ARTICLES OF INCORPORATION OF AUGUSTE NONCO PELAFIGUE FOUNDATION and AGENT S AFFIDAVIT AND ACKNOWLEDGEMENT OF ACCEPTANCE lead a life worthy of the Lord, fully pleasing to Him, bearing fruit in every good work, and increasing in the knowledge of God. Colossian 1:10 RSV

4 TABLE OF CONTENTS ARTICLES OF INCORPORATION... 1 ARTICLE I... 1 Name... 1 ARTICLE II... 2 Purpose... 2 ARTICLE III... 2 Duration... 2 ARTICLE IV... 2 Non-Profit... 2 ARTICLE V... 3 Registered Office... 3 ARTICLE VI... 3 Registered Agent... 3 ARTICLE VII... 3 Incorporators... 3 ARTICLE VIII... 3 Board of Directors... 3 ARTICLE IX... 4 Non-Stock Foundation... 4 ARTICLE X... 4 Employer ID... 4 ARTICLE XI... 4 Amendment... 4 ARTICLE XII... 4 Indemnification... 4 ARTICLE XIII... 6 Dissolution... 6 ARTICLE XIV... 6 Failure to Elect... 6 i

5 AGENT S AFFIDAVIT... 8 ii

6 ARTICLES OF INCORPORATION OF AUGUSTE NONCO PELAFIGUE FOUNDATION STATE OF LOUISIANA PARISH OF ST. MARTIN BE IT KNOWN, that on this 6th day of June, 2012, BEFORE ME, the undersigned Notary Public, duly commissioned and qualified in and for the Parish of St. Landry, State of Louisiana, and in the presence of witnesses hereinafter named and undersigned, PERSONALLY CAME AND APPEARED: JERRY J. RICHARD, a person of the full age and majority and a resident of the Parish of East Baton Rouge, and Elizabeth Arnaud, a person of full age and majority and a resident of the Parish of Martin, State of Louisiana, who declared to me in the presence of the undersigned witnesses, that availing themselves of the provisions of Chapter 2, Title 12 of the LA Revised Statutes, Non-profit corporation Law, do hereby organize a non-profit corporation under and in accordance with these Articles of Incorporation as follows: ARTICLE I Name The name of the corporation is AUGUSTE NONCO PELAFIGUE 1

7 FOUNDATION, hereinafter called Foundation. ARTICLE II Purpose This corporation is organized exclusively for charitable, religious, and educational purposes under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code. The Foundation will provide religious, educational and charitable programs for citizens. In connection with such purpose, the Foundation shall: (a) exercise all of the powers and privileges and perform all of the duties and obligations of the Foundation as set forth in these Articles of Incorporation and ByLaws as the same may be amended from time to time as therein provided. (b) have and exercise any and all such powers, rights, and privileges which a corporation organized under the Louisiana Non-profit Foundation Law may now or hereafter have or exercise. ARTICLE III Duration The duration of this Foundation shall be in perpetuity, or such maximum period as may be authorized by the laws of the State of Louisiana. ARTICLE IV Non-Profit The Foundation is a non-profit corporation as defined in R.S. 12:101 (H). 2

8 ARTICLE V Registered Office The Foundation s registered office is: 1519 Coteau Rodaire Hwy, Arnaudville, LA ARTICLE VI Registered Agent The registered agent of the Foundation and his address is: Jerry J. Richard, 2069 Stanford Avenue, Baton Rouge, LA ARTICLE VII Incorporators The full name and addresses of the Incorporators of this Foundation are: Jerry J. Richard 2069 Stanford Avenue Baton Rouge, LA Elizabeth Arnaud 1519 Coteau Rodaire Hwy Arnaudville, LA ARTICLE VIII Board of Directors The affairs of the Foundation shall be managed by a Board of Directors. The number of directors shall be fixed in the ByLaws. The Foundation s initial board is as follows: Jerry J. Richard 2069 Stanford Avenue Baton Rouge, LA Elizabeth Arnaud 1519 Coteau Rodaire Hwy Arnaudville LA The Directors will serve a term of two (2) years. 3

9 ARTICLE IX Non-Stock Foundation This volunteer-driven Foundation is organized on a non-stock basis. The membership of the AUGUSTE NONCO PELAFIGUE FOUNDATION, shall be natural persons who have an interest in advancing the religious, educational, and charitable purposes for which this Foundation was established. ARTICLE X Employer ID The Employer Identification Number of this Foundation is: ARTICLE XI Amendment The Articles of Incorporation may be amended by the Board of Directors by: (1) majority vote at any meeting duly convened and held pursuant to thirty (30) days written notice thereof, which notice shall set forth the proposed amendments or a summary of the changes to be made thereby (2) the written consent of a majority of the Board of Directors; or (3) as provided in the ByLaws. ARTICLE XII Indemnification No member of this Foundation shall ever be held liable or responsible for the contracts, debts, or obligations of this Foundation in any sum nor shall any 4

10 mere informality in organization have the effect of rendering these Articles of Incorporation null or exposing the members to any liability other than as above provided. A director, officer, employee or volunteer worker of this Foundation shall be afforded the full protection allowed under LA Revised Statutes Chapter 9, Section 2792, Chapter 9, Section and Chapter 9, Section In addition thereto and not in lieu of the foregoing, except for damage or injury caused by their willful or wanton misconduct, directors, officers, employee or volunteer workers of this Foundation, whether or not they are compensated for their services on a salary basis, shall not be personally liable to this Foundation for any act or omission, resulting in damage or injury (a) arising out of the exercise of their judgment in the formation and implementation of policy, or (b) arising out of the management of the affairs of this Foundation provided that they were acting in good faith or within the scope of their official functions and duties. If the Louisiana Non-profit Foundation law is hereafter amended to authorize the further elimination or limitation of the liability of directors, officers, employee or volunteer workers, then the liability of a director, officer, employee or volunteer worker of this Foundation shall be limited to the fullest extent permitted by the amended state law. Any repeal or modification of this Article shall be prospective only, and shall not adversely affect any limitation on the personal liability of a director, officer, employee or volunteer worker of this Foundation existing at the time of such repeal 5

11 or modification. ARTICLE XIII Dissolution The Auguste Nonco Pelafigue Foundation shall use its funds only to accomplish the Mission and Objectives of the Foundation, and no part of the funds shall inure, or be distributed to any member or other person. Upon the dissolution of this organization, the Board of Directors shall, after paying or making provisions for the payment of any and all liabilities of this Foundation, distribute the assets of the Auguste Nonco Pelafigue Foundation, to one or more regularly organized and qualified religious, charitable, educational, scientific, philanthropic or leadership organization to be selected by the Board 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. ARTICLE XIV Failure to Elect Failure to elect directors shall not cause any action of the then directors to be invalid. In the case of the resignation, death, incapacity or refusal to serve of any of the initial directors prior to said time, the remaining directors may appoint a substitute director or directors to serve the remainder of said period. The judgment of the directors shall be final and conclusive as long as such judgment is exercised in good faith and there shall be no liability on the part of said directors in such 6

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