ONE:
The name of this corporation shall be The Seven Bridges Cooperative
Microbrewery, Inc.
TWO:
This corporation is a COOPERATIVE CORPORATION organized under the
Consumer Cooperative Corporation Law. The purpose of this corporation
is to engage in any lawful act or activity for which a corporation
may be organized under such law.
THREE:
This cooperative corporation shall have, exercise, and possess all
the rights, powers, and privileges generally granted to a cooperative
corporation by the laws of the State of California.
FOUR:
The principal office of this cooperative corporation is in Santa
Cruz County, State of California. The name and address of the initial
agent for service of process for this cooperative corporation shall
be:
Amelia
Slayton
(address
only given upon written formal request for a valid reason)
FIVE:
(a)
The total number of shares which this corporation is authorized
to issue is thirty thousand (30,000) shares.
(b)
The par value of all shares shall be ten dollars ($10.00). The aggregate
par value of all shares shall be three hundred thousand dollars
($300,000.00).
(c)
Each shareholder shall have one vote regardless of the number of
shares owned. Each shareholder shall be considered a member of this
cooperative corporation.
(d)
No shareholder shall own more than twenty-five (25) percent of the
total number of shares issued at any one time.
(e)
This cooperative corporation shall be composed of no more than 50
members.
(f)
This cooperative corporation is authorized to issue only one class
of shares of stock, which shall be designated as common stock.
(g)
The voting power and proprietary interests of the members of this
corporation are equal.
SIX:
The number of directors of this cooperative corporation shall be
nine.
SEVEN:
The initial directors, who shall serve until the next annual meeting
are:
Robert
Ian Burgio
Mike
Lasher
Amelia
Slayton
Cyndy
Perlich
Cheryl
Nunes
Tom
Kruzik
Bill
Vance
Darian
Verza
EIGHT:
The
liability of the directors of the cooperative corporation for monetary
damages shall be eliminated to the fullest extent permissible under
California law.
NINE:
The
cooperative corporation is authorized to indemnify the directors
of the cooperative corporation to the fullest extent permissible
under California law.