ARTICLE VI
The Corporation's initial registered office is in Springdale, AR 72764. The name of its initial registered agent is Rebecca Levy.
ARTICLE VII
The internal affairs of the Corporation shall be regulated by the Bylaws of the
Corporation which shall be adopted by the Directors of the Corporation.
ARTICLE VIII
The affairs and business of this Corporation shall be controlled and conducted by a Board of Directors consisting of such number as may be fixed by the Bylaws of this
Corporation, but in any event shall consist of not less than seven (7) directors. The Board of Directors shall have the power to adopt and amend Bylaws. The Board of
Directors shall also have the power to make, adopt, alter or repeal such rules, regulations and determinations for and in respect to the operation and conduct of the
Corporation and its affairs and purposes as it may deem appropriate. The initial Directors shall serve for the terms specified in Article X; thereafter, each director shall serve such term of office as may be fixed by the Bylaws of the Corporation. Each director shall hold office for the term for which he is elected or until a successor is elected and qualified.
ARTICLE IX
The initial members of the Board of Directors are as follows:
| Director |
Term Expires |
| Dr. Rebecca Levy |
July 30, 2026 |
| Dr. Jennifer Laudadio |
July 30, 2025 |
| Dr. L. Nicholas Cossey |
July 30, 2024 |
ARTICLE X
No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, private shareholders or individuals, 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 Article
III 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 distributing 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 activities not permitted to be carried on by a corporation exempt from federal income tax under Section 501(c)(6) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law) of a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
ARTICLE XI
In the event of the dissolution of the Corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the Corporation, shall dispose of all of the assets of the Corporation in one or more of the following ways, as the Board of Directors shall determine: (a) exclusively for the purposes of the Corporation, or (b) to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(6) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law) and a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law). Any such assets not so disposed of shall be disposed of by the Circuit Court of Benton County, Arkansas, exclusively for the purposes of the Corporation or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
ADOPTION
The foregoing Articles of Incorporation have been duly adopted this 30th day of July 2021, by action of the undersigned Incorporator pursuant to the laws of the State of Arkansas.
