TO: Department of Consumer and Regulatory Affairs, Business Regulation Administration, Corporations Division, 614 H Street, N.W., Washington, D.C. 20001
We, the undersigned natural persons of the age of twenty-one years or more, acting as incorporators of a corporation, adopt the following Articles of Incorporation for such corporation pursuant to the District of Columbia Nonprofit Corporation Act (the "Act"):
FIRST: The name of the corporation is:
Hungarian American Coalition
(hereinafter the "Corporation")
SECOND: The period of duration of the Corporation is perpetual.
THIRD: The Corporation is organized and will be operated exclusively for such charitable, educational, or scientific purposes as may qualify it as exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1954, as amended (the "Code"). More specifically, such purposes include, but are not limited to:
To identify and promote the aspirations, concerns, and interests of the Hungarian-American community.
To foster interest and appreciation in the United States for the history and culture of Hungary, including its literature, arts, and scientific achievements.
To promote the cooperation and communication among members.
To encourage cultural and educational interaction between the peoples of the United States and Hungary.
To protect and preserve the human and minority rights and cultural heritage of Hungarians throughout the world.
To support democratic institutions and economic development in Hungary.
The Corporation is empowered to exercise all rights and duties allowed under the laws of the District of Columbia.
FOURTH: No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons, except that the Corporation 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 Article. 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 (a) by a corporation exempt from federal income tax under section 501(c)(3) of the I.R.S. Code or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Code.
FIFTH: In the event that the Corporation shall be determined to be a "private foundation," as defined in section 509(a) of the Code for all or any part of any one or more taxable years, then, for all such taxable years:
The Corporation shall distribute its income for each taxable year at such time and in such manner as not to become subject to the tax on undistributed income imposed by section 4942 of the Code;
The Corporation shall not engage in any act of self-dealing as defined in section 4941(d) of the Code;
The Corporation shall not retain any excess business holdings as defined in section 4943(c) of the Code;
The Corporation shall not make any investments in such manner as to subject it to tax under section 4944 of the Code;
The Corporation shall not make any taxable expenditures as defined in section 4945(d) of the Code.
SIXTH: The Corporation shall have such class or classes of members as set forth in the By-Laws of the Corporation, and each class shall have no voting rights, except as set forth in the By-Laws or required by law.
SEVENTH: The number of members of the Board of Directors after the initial board under Article ELEVENTH, their terms of office, and the manner of their election shall be set out in the Bylaws of the Corporation.
EIGHTH: Upon the dissolution of the Corporation, the Directors shall, after paying or making provision for the payment of all of the liabilities of the Corporation, dispose of the assets of the Corporation in a manner which furthers the purposes of the Corporation as set forth in Article THIRD hereof and as required under Section 29-549 of the Act. To the extent that the Directors in their discretion find that it is not feasible to dispose of the assets of the Corporation in furtherance of the purposes described in Article THIRD hereof, they shall dispose of such assets to one or more organizations organized and operated exclusively for charitable, educational, or scientific purposes as shall at the time qualify as exempt organizations under section 501(3) of the Code, pursuant to a plan of distribution as provided for in Section 29-550 of the Act.
NINTH: These Articles of Incorporation shall only be amended by the vote of two-thirds of the Directors then in office.
TENTH: The address, including street and number of the initial registered office, is 2831 Q Street, N.W., Washington, D.C. 20007, and the name of the initial registered agent at such address is Janos Szekeres.
ELEVENTH: The number of directors constituting the initial board of directors is 20 and the number of the persons who are to serve as the initial directors until their successors have been elected and qualified are:
Rev. Imre Bertalan
Ildiko J. Bodoni
Bishop Andrew Harsanyi
Geza Kadar, Jr.
Frank Koszorus, Jr.
Rev. Paul Kovacs
Prof. Andrew Ludanyi
Rev. Stephen N. Mustos
Prof. Peter Pastor
Dr. Balazs Somogyi
Bishop Zoltan Szucs
Paul G. Teleki
TWELFTH: The name and address, including street number of each incorporator is:
Rev. Imre Bertalan, 10401 Grosvenor Place, Apt. 1521, Rockville, MD 20852
Frank Koszorus, Jr., 6902 Southridge Drive, McLean, VA 22101
Sandor Taraszovics, 3100 Whitehaven Street, N.W., Washington, DC 20008
IN WITNESS WHEREOF, for the purpose of forming the Corporation under the laws of the District of Columbia, the undersigned Incorporators have executed these Articles of Incorporation the 20th day of August, 1991.
Rev. Imre Bertalan
Frank Koszorus, Jr.