ARTICLES OF INCORPORATION OF THE DURANGO HANGAR OWNERS' ASSOCIATION A Non-Profit Corporation IN COMPLIANCE with the requirements of Title 7 of the Revised Statutes of Colorado, entitled "Colorado Nonprofit Corporation Act," the undersigned, acting as Incorporator, has this day voluntarily formed a corporation not for profit and does hereby certify: ARTICLE I The name of the Corporation is Durango Hangar Owners Association, hereinafter called the "Association." ARTICLE II The principal office of the Association is located at 360 Browning Avenue, Ignacio, Colorado, mailing address PO Box 640, Ignacio CO 81137-0640. ARTICLE III Christopher L. May, whose address is 360 Browning Avenue, Ignacio, Colorado, mailing address, PO Box 640, Ignacio CO 81337-0640 is hereby appointed the initial Registered Agent of this Association. ARTICLE IV This Association shall have a perpetual existence. ARTICLE V This Association does not contemplate pecuniary gain or profit to the members thereof, and the specific purposes for which it is formed are to provide for maintenance, preservation and architectural control of the hangar units and common areas within that certain tract of property described as: THE DURANGO HANGAR CONDOMINIUMS, LA PLATA COUNTY, COLORADO ACCORDING TO THE RECORDED MAP THEREOF FILED JANUARY 15, 1991 UNDER RECEPTION NO. 605487 and, any additions thereto as may hereafter be brought within the jurisdiction of this Association. ARTICLE VI The Association and its officers and directors shall have all the powers granted to nonprofit corporations under Title 7, articles 20 to 29, Colorado Revised Statutes 1973. Specifically, but not by way of limitation, the Association, its officers and its directors shall have full and unrestricted discretionary power and authority to: a. exercise all of the powers and privileges and to perform all of the duties and obligations of the Association as set forth in that certain Declaration of Covenants, conditions and Restrictions, hereinafter called the "Declaration," applicable to the property and recorded or to be recorded in the Office of the Clerk and Recorder of the County of La Plata, State of Colorado, and as the same may be amended from time to time as therein provided. b. fix, levy, collect and enforce payment by any lawful means, all charges or assessments pursuant to the terms of the Declaration; to pay all expenses incident to the conduct of the business of the Association, including all lease payments, licenses, taxes or governmental charges levied or imposed against the property of the Association. c. buy, exchange, contract for, lease and in any and all other ways acquire, hold and own, and deal in, sell, mortgage, lease, or otherwise dispose of real and personal property of every kind and description, as may be desirable for use by the Association in the operation of any business conducted by it. d. borrow money for the conduct of its business and in furtherance of the objects, purposes and powers herein set forth, and to issue debentures, bonds, certificates of indebtedness, notes and other instruments of like character evidencing the liability of the Association; and with the assent of two-thirds (2/3) of each class of members of the Association, to repay the same and to secure any and all thereof by mortgages or deeds of trust on any or all of the real or personal property of the Association. e. to solicit, accept and hold contributions, donations, grants and pledges of money and property for use by the Association as may be deemed necessary or desirable in promoting and conducting the objects and purposes of the Association. f. dedicate or transfer all or any part of the Common Area to any public agency, authority or utility for such purposes and subject to such conditions as may be agreed to by the members. No such dedication or transfer shall be effective unless an instrument has been signed by two-thirds (2/3) of each class of members of the Association, agreeing to such dedication or transfer. g. participate in mergers and consolidations with other nonprofit corporations organized for the same purposes or annex additional property and Common Area, provided that any such merger, consolidation or annexation shall have the assent of two-thirds (2/3) of each class of members of the Association. h. carry on any business which the Association may deem proper or convenient in connection with any of the foregoing powers and purposes, whether indirectly or otherwise, or which may be calculated, directly or indirectly, to promote the interest of the Association or to enhance the value of its property; and to have and exercise all of the powers conferred by the laws of the State of Colorado on an Association formed under the act pursuant to which this Association is formed. i. enter into contracts with other persons, corporations, associations and organizations for establishment of joint programs for the provision of services or goods to the Association. j. In general, and subject to such limitations and conditions as are or may be prescribed by law, to exercise such other powers which now are or hereafter may be conferred by law upon a non-profit corporation organized for the purposes hereinabove set forth, or necessary or incidental to the powers so conferred, or conducive to the attainment of the purposes of the Association, subject to the further limitation and conditions that, notwithstanding any other provisions of these Articles, only such powers shall be exercised as are in furtherance of the tax-exempt purposes of the Association and as may be exercised by an organization exempt under Section 501 (c) (3) of the Internal Revenue Code and its regulations as they now exist or as they may hereafter be amended and by an organization contributions to which are deductible under Section 170 (c) (2) of such Code and regulations as they now exist or as they may hereafter be amended. k. The purposes specified herein shall be construed as both purposes and powers and shall in no way be limited or restricted by reference, to or reference from, the terms of any other clause in this or any other Article, but the purposes and powers shall not be construed to limit or restrict in any manner the meaning of the general terms or of the general powers of the Association; nor shall be expression of one thing be deemed to exclude another, although it be of like nature not expressed. ARTICLE VII The operation and management of this Association shall be vested in a Board of Directors, who need not be members of the Association, which shall the make bylaws governing the operation of the Association. The number of directors constituting the Board of Directors shall be fixed by the bylaws and the directors shall be elected at the first annual meeting of the members of the Association. Until the first annual meeting of the members there shall be one (1) director. The name and address of the person who shall serve as the initial director is: NAME ADDRESS Christopher L. May 360 Browning Avenue PO Box 640 Ignacio CO 81137-0640 No part of the net earnings of the Association shall inure to the benefit of or be distributed to any directors or officer. ARTICLE VIII The Association may be dissolved with the assent given in writing and signed by not less than two-thirds (2/3) of each class of the members of the Association. Upon dissolution of the Association, the board of directors shall, after paying or making provisions for the payment of all of the liabilities of the Association and in compliance with the laws of the State of Colorado, dispose al all of the assets of the Association exclusively for the purposes of the Association in such matter, or 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) (3) of the Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue Law), as the board of directors may determine. 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 Association is then located, exclusively for such charitable purposes or to such charitable organization or organizations, as said court shall determine. ARTICLE IX Every person or entity who is a record owner of a fee or undivided fee interest in any hangar unit which is subject by covenants of record to assessment by the Association shall be a member of the Association. The foregoing is not intended to include persons or entities who hold an interest merely as security for the performance of an obligation. Each hangar unit will be entitled to one vote total, regardless of the number of record owners of each hangar unit. Membership shall be appurtenant to and may not be separated from ownership of any hangar unit which is subject to assessment by the Association. ARTICLE X Amendment of these Articles shall require the assent of seventy-five percent (75%) of the entire membership of the Association. ARTICLE XI The Corporation shall indemnify each incorporator, director and officer, and their heirs, executors, personal representative and administrators to the full extent allowable under the statutes of the State of Colorado, now existing or hereinafter enacted. ARTICLE XII The name and address of the person forming this Association is: Christopher L. May ______________________ Christopher L. May 360 Browning Avenue PO Box 640 Ignacio CO 81137-0640 STATE OF COLORADO ) ) ss. COUNTY OF LA PLATA ) The above and foregoing Articles of Incorporation duly subscribed and sworn to before me, a Notary Public, by Christopher L. May this ____ day of ___________, 2004. Witness my hand and official seal. My commission expires: ___________________ ___________________