Articles of Incorporation

Maryland Area Guide Dog Users, Incorporated

ARTICLES OF INCORPORATION FOR A NON-STOCK CORPORATION

FIRST: The undersigned incorporator, Gary Norman, Esq., whose address is, 10 Breton Hill Rd., Apt 1B, Baltimore MD 21208, being at least eighteen years of age, do (es) hereby form a corporation under the laws of the State of Maryland.

SECOND: The name of the corporation is the Maryland Area Guide Dog Users (MAGDU), Inc.

 THIRD: The purposes for which the corporation is formed are as follows: To serve as a resource to the public concerning issues about and with service animals, (i.e., guide dogs), and to advocate for the equality of opportunity and quality of life of the visually impaired and the service animals they choose as their mobility aid of choice.  MAGDU, Inc., will parlay all legal and policy tools to fulfill its mission of protecting the civil rights of Maryland service animal users and their companions.

 FOURTH: The street address of the principal office of the corporation in Maryland is: 14311 Astrodome Dr., Silver Spring, MD 20906.

 FIFTH: The name of the resident agent of the corporation in Maryland is Jane Sheehan, whose address is: 14311 Astrodome Dr., Silver Spring, MD 20906.

 SIXTH: The Corporation has no authority to issue capital stock.  Moreover, provisions of the Maryland General Corporation Law apply, unless requirements for non-stock corporations or other sections for specific classes of corporations govern.

 SEVENTH: The number of directors of the corporation shall be (5) five, which number may be increased or decreased pursuant to the bylaws of the corporation.  The name(s) of the director(s), who shall act until the first meeting or until their successors are duly chosen and qualified is/are: Gary Christopher Norman, Esq.; Jane Sheehan; Ruth Heirsine; Gary Legates and; Vanessa Lowery.

 EIGHTH: IN WITNESS WHEREOF, I have signed these articles, and I hereby consent to my designation in this document.

In addition, I acknowledge the same as my acts. 

 SIGNATURE (S) OF INCORPORATOR (S):

 Name:                                                                                                            

Signed                                                Date                                                               

 SIGNATURE OF RESIDENT AGENT LISTED

IN FIFTH:

 Name:                                                                                                            

Signed                                                Date                                                               

 NINTH: the powers of MAGDU, Inc., shall include:

Perpetual existence.

To adopt a corporate seal and sue for the rights of disabled service animal users.

To enter into contracts, incur liabilities and borrow monies.

To acquire, hold and dispose of property, whether real or personal.

To adopt or otherwise alter existing by-laws as are consistent with law and the purposes of this corporation.

And, to exercise all powers and undertake any legal acts that are consistent with laws of Maryland and the purposes of this corporation.

TENTH: Consistent with the by-laws, the non-stock corporation with respect to directors and members shall observe the following provisions:

The directors may divide members into classes.

Prescribe the tenure and conditions of office of directors and officers, one of which is that, they must be members of this non-stock corporation and cannot be elected to serve for a shorter period than the interval between annual meetings.

Provide that any action may be taken or authorized by the number or proportion of its directors and officers entitled to so vote.  The organizational meeting of the directors shall be called by a majority of the incorporators.

Specify the rights, privileges and qualifications of membership as well as the amount and kind of notice that must be given about meetings.

Provide for the number or proportion of voting members whose presence whether in person or via proxy constitutes quorum.

If the number of members at a properly called meeting of this non-stock corporation is insufficient to constitute quorum to take action on a proposal or other matter, another meeting may be called, if the members so present whether in person or via proxy call for the additional meeting.  15 days accessible notice shall be given with regard to the additional meeting.  Finally, a majority of the members present at the additional meeting whether in person or via proxy may approve or authorize the proposed action and take such other actions as could have been taken at the original meeting if there had been quorum.

Provide for the right of members to vote through alternative methods, such as via a determination of the voice vote on a telephone conference, or e-mail, as to a proposal or election of directors and officers as long as those voting are qualified for such right.

In the circumstance where there are no members, the directors and officers of the non-stock corporation when meeting in their capacity shall constitute the membership and will have all the powers of members.  There may be as little as one member who shall fill vacancies and continue the corporate existence.

 ELEVENTH: in the event of dissolution or a forfeiture of the charter to exist as a non-stock corporation within the state of Maryland:

Every liability and obligation of the corporation shall be paid or discharged or adequate provision for such payment or discharge will be made.

Assets which the non-stock corporation holds and to which valid legal requirements apply shall be returned, transferred, or conveyed pursuant to law.

In the event that the non-stock corporation holds assets not subject to legal requirements as to their return, transfer, or conveyance, specifically limiting them for charitable, religious, eleemosynary, benevolent, or other purposes, such return, transfer, or conveyance shall take place with another Maryland or foreign corporation or association with a similar purpose.

Remaining assets, after any liabilities or obligations to individual board members and officers, general membership have been satisfied, may be disposed of and distributed to other persons, organizations, or Maryland or foreign corporations or associations.  Finally, unless the decree of a court of competent jurisdiction provides otherwise, the provisions of Maryland Corporations and Association Article §§ 3-412, 3-517, & 3-518 shall apply.

 TWELFTH: this non-stock corporation may only consolidate or merge with another Maryland non-stock corporation.

 Filing party's return address:

Gary Christopher Norman, Esq.

10 Breton Hill Rd.

Apt 1B

Baltimore, MD 21208