Articles of Amendment filed pursuant to , et seq. and of the Colorado Revised Statutes (C.R.S.) Front Range on Track

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1 Document processing fee If document is filed on paper $ If document is filed electronically $ Fees & forms/cover sheets are subject to change. To file electronically, access instructions for this form/cover sheet and other information or print copies of filed documents, visit and select Business Center. Paper documents must be typewritten or machine printed. Colorado Secretary of State Date and Time: 04/06/ :14 PM ID Number: Document number: Amount Paid: $25.00 ABOVE SPACE FOR OFFICE USE ONLY ID number Articles of Amendment filed pursuant to , et seq. and of the Colorado Revised Statutes (C.R.S.) Entity name Front Range on Track (If changing the name of the corporation, indicate name BEFORE the name change) 2. New Entity name (if applicable) 3. (If the following statement applies, adopt the statement by marking the box and include an attachment.) Other amendments are attached. 4. If the nonprofit corporation s period of duration as amended is less than perpetual, state the date on which the period of duration expires OR (mm/dd/yyyy) If the nonprofit corporation s period of duration as amended is perpetual, mark this box 5. (Optional) Delayed effective date (mm/dd/yyyy) 6. Additional information may be included pursuant to other organic statutes such as title 12, C.R.S. If applicable, mark this box and include an attachment stating the additional information. Notice: Causing this document to be delivered to the secretary of state for filing shall constitute the affirmation or acknowledgment of each individual causing such delivery, under penalties of perjury, that the document is the individual's act and deed, or that the individual in good faith believes the document is the act and deed of the person on whose behalf the individual is causing the document to be delivered for filing, taken in conformity with the requirements of part 3 of article 90 of title 7, C.R.S., the constituent documents, and the organic statutes, and that the individual in good faith believes the facts stated in the document are true and the document complies with the requirements of that Part, the constituent documents, and the organic statutes. This perjury notice applies to each individual who causes this document to be delivered to the secretary of state, whether or not such individual is named in the document as one who has caused it to be delivered. Rev. 11/15/ of 2

2 7. Name(s) and address(es) of the individual(s) causing the document to be delivered for filing Fortune Irene (Last) (First) (Middle) (Suffix) 4830 Avon Ave (Street name and number or Post Office Box information) Loveland CO (City) (State) (Postal/Zip Code) United States (Province if applicable) (Country if not US) (The document need not state the true name and address of more than one individual. However, if you wish to state the name and address of any additional individuals causing the document to be delivered for filing, mark this box name and address of such individuals.) Disclaimer: and include an attachment stating the This form, and any related instructions, are not intended to provide legal, business or tax advice, and are offered as a public service without representation or warranty. While this form is believed to satisfy minimum legal requirements as of its revision date, compliance with applicable law, as the same may be amended from time to time, remains the responsibility of the user of this form. Questions should be addressed to the user s attorney. Rev. 11/15/ of 2

3 ARTICLES OF INCORPORATION OF FRONT RANGE ON TRACK AS AMENDED The undersigned, as Incorporators, a majority of whom are citizens of the United States and are eighteen years of age and older, have this date voluntarily associated themselves together for the purpose of forming a private non-profit Corporation under and by virtue of the laws of the state of Colorado, and do hereby adopt the following Amended Articles of Incorporation. 1. Name and Location. The name of the Corporation is Front Range on Track. The principal office of the Corporation shall be located in the City of Loveland, in the State of Colorado. The Corporation may also have offices at such other place within or without the State as the Board of Directors may from time to time determine. 2. Duration. The Corporation shall exist perpetually. 3. Statement of Purpose. The Corporation is organized and will be operated lawfully and exclusively for charitable, scientific and educational purposes within the meaning of 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. It is not organized for the purpose of gaining pecuniary profit. No part of the income or profit or net earnings of the Corporation, if any, shall inure to the benefit of any director or officer nor any other person or entity other than one authorized pursuant to Section 501(c) of the Internal Revenue Code. 4. Limitations. At all items the following shall serve as conditions restricting the operations and activities of the Corporation: a. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its 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 Statement of Purpose hereof. b. No substantial part of the activities of the Corporation shall constitute the carrying on of propaganda or otherwise attempting to influence legislation, or any initiative or referendum before the public, and the Corporation shall not participate in, or intervene in (including by publication or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office; and c. Notwithstanding any other provision of these articles, the Corporation shall not carry on any other activities not permitted to be carried on (i) by a Corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (ii) by a Corporation, contributions to which are deductible under section 170(c)(2) of the Page 1 of 3

4 Internal Revenue Code, or the corresponding section of any future federal tax code. d. The property of this Corporation is irrevocably dedicated to the purposes stated in this section. e. The Corporation shall not lend any of its assets to officers, any member of its Board of Directors or other private persons or guarantee to any person the payment of a loan by an officer or director of this Corporation. 5. Membership. The Board of Directors shall be the sole governing authority for the Corporation. The Corporation shall have no shareholders and no capital stock shall be authorized or issued. 6. Registered Agent. The Registered Agent for this Corporation is Joan Teresa Shaffer, 218 East Sixth Street, Loveland, Colorado Board of Directors and Officers. The business, property and affairs of the Corporation shall be at all times under the direction of a Board of Directors, whose operations in governing the Corporation shall be defined by statute and by the Corporation s by-laws. The following individuals are designated to serve as directors until their successors are elected and qualified, as provided in the Bylaws. NAME ADDRESS Adam Bruce Bowen 415 S. Washington, Fort Collins, CO Irene Victoria Fortune 4830 Avon Ave, Loveland, CO Anne Elizabeth Wilseck 3200 Azalea Dr. J-6, Fort Collins, CO The Board of Directors, by majority vote, shall have the power to adopt Bylaws and to change or amend the Bylaws as it may, from time to time, deem appropriate. The bylaws shall prescribe, among other things, the date of the annual meeting of the Board of Directors of the Corporation. The principal officers of the Corporation shall be a President, a Secretary and a Treasurer, and such other officers as shall be elected by the Board of Directors. 8. Board of Directors Responsibilities. Among other responsibilities, the Board of Directors shall adopt a policy(ies) regarding the Directors fiduciary responsibilities to the Corporation and prohibiting inter-dealing and other conflicts of interest. 9. Dissolution of the Corporation. Upon authorization of dissolution of this Corporation by the Board of Directors, the dissolution shall proceed as follows: a. Discharge or make provisions for the discharge of its liabilities. Page 2 of 3

5 b. Return, transfer or convey assets held by the Corporation under any condition requiring the return, transfer or conveyance, or subject to any contractual or legal requirements under which such assets were obtained. c. Execute every other act necessary to wind-up and liquidate its assets and affairs. d. Upon the dissolution of the Corporation, Front Range on Track, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future tax code, or shall be distributed to the federal government, or to a state or local government for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the County in which the principal office of the Corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. 10. Amendments. These Articles of Incorporation may be amended only by a method established in the Bylaws. 11. Incorporators. The duties of the Incorporators shall cease upon the filing of these Amended Articles. The names and addresses of the Incorporators are: NAME ADDRESS Adam Bruce Bowen 415 S. Washington, Fort Collins, CO Joan Teresa Shaffer 4055 Don Fox Circle, Loveland, CO Anne Elizabeth Wilseck 3200 Azalea Dr. J-6, Fort Collins, CO Page 3 of 3

6 Front Range On Track 218 East Sixth Street Loveland, Co The following dissolution plan is part of the articles of incorporation of Front Range on Track. Upon authorization of dissolution of Front Range On Track by a majority vote of the board of directors, the dissolution shall proceed as follows: 1) Discharge or make provisions for the discharge of its liabilities. 2) Return, transfer or convey assets held by the corporation under any condition requiring the return, transfer or conveyance, or subject to any contractual or legal requirements under which such assets were obtained. 3) Execute every other act necessary to wind-up and liquidate its assets and affairs. 4) Upon the dissolution of the corporation, Front Range On Track, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future tax code, or shall be distributed to the federal government, or to a state or local government for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the County in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.