Free SECRETARY OF STATE - South Dakota

Secretary of State Office 500 E Capitol Ave Pierre, SD 57501 (605)773-4845

ARTICLES OF DISSOLUTION
DOMESTIC NON-PROFIT CORPORATION
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FILING FEE: $5 payable to SECRETARY OF STATE

Telephone # ____________________ FAX # _______________________

Pursuant to the provisions of SDCL 47-26-9, the undersigned corporation adopts the Articles of Dissolution for the purpose of dissolving the corporation.

1. The name of the corporation is _____________________________________________________________________ ______________________________________________________________________________________________
Note: This must be the exact corporate name.

Please complete either section two or three, whichever one is applicable
2. WHERE THERE ARE MEMBERS ENTITLED TO VOTE: (a) The resolution to dissolve was adopted at a meeting of the members of said corporation held on __________________ , 20 _____ . A quorum of members was present at such meeting. (b) The number of members present at such meeting or represented by proxy was ____________________________ The number of members which voted for such dissolution was _________________________________________ The number of members voting against such dissolution was __________________________________________ (c) The resolution received at least two thirds of the votes entitled to be cast by members present or represented by proxy at such meeting.

OR
(d) A statement that such resolution was adopted by a consent in writing signed by all members entitled to vote with respect thereto. ____________________________________________________________________________________________

3. THERE ARE NO MEMBERS, OR NO MEMBERS ENTITLED TO VOTE THEREON. (a) The resolution to dissolve was adopted at a meeting of the board of directors held on _______________, 20 ____ (b) Such dissolution resolution received the vote of a majority of the directors in office.

4. All debts, obligations, and liabilities of the corporation have been paid and discharged or adequate provisions have been made therefor. 5. Attach a copy of the plan of distribution if any, as adopted by the corporation OR state that no plan was so adopted.

6. All remaining property and assets of the corporation have been transferred, conveyed or distributed in accordance with the provisions of SDCL 47-26. 7. There are no suits pending against the corporation in any court, or adequate provision has been made for the satisfaction of any judgment, order or decree which may be entered against it in any pending suit.

To be signed in the presence of a notary public by either the chairman of the board of directors, or by the president or any other officer.

Dated ____________________________

______________________________________________
(Signature of an authorized officer)

______________________________________________
(Printed Name)

______________________________________________
(Title)

STATE OF _____________________________ COUNTY OF ___________________________ On this the ___________ day of _________________________, 20 ____ before me personally appeared ____________________________________________________________ known to me or satisfactorily proven to be the person who is described in, and who executed the within instrument and acknowledged to me that she/he/they executed the same. _________________________________ My Commission Expires ______________________________________________ Notary Public

Notarial Seal

nonprofitdissolution July 2008