ARTICLES OF INCORPORATION

OF

MERCEDES-BENZ CLUB OF AMERICA
(Arizona Section)


KNOW ALL MEN BY THESE PRESENTS:

That we, the undersigned, all of whom are residents and citizens of the State of Arixona, have this day associated ourselves together for the purpose of forming a non-profit corporation, and for that purpose make, sign, acknowledge, publish, and adopt the following articles of incorporation:

ARTICLE I.

The incorporators are as follows:

Name Residences and Post Office Addresses
Loy F. Peterson 7009 North 3rd Ave., Phoenix 21, Arizona
Clarence M. Walker 548 W. Windsor Ave., Phoenix, Arizona
Louisa B. Broadman 1018 W. Royal Palm Rd., Phoenix 21, Arizona
Charles F. Bishop 5140 E. Avalon Drive, Phoenix, Arizona

ARTICLE II.

The name of the corporation shall be "Mercedes-Benz Club of America, Arizona Section".

ARTICLE III.

The principal place for the transaction of business of this corporation shall be Phoenix, Arizona.

ARTICLE IV.

The time of commencement of the existence of this corporation shall be the day upon which a copy of these Articles of Incorporation, duly certified by the Arizona Corporation. Commission, is filed in the Office of the County Recorder of Maricopa County, Arizona and shall continue for a period of twenty-five (25) years thereafter with the rights of perpetual succession.

ARTICLE V.

The purposes for which this corporation is formed are to serve the interest of private owners of Mercedes-Benz Passenger automobiles as follows: (1) To maintain close relations between such owners, the manufacturer and the manufacturer's representatives; (2) to gather together socially; (3) To improve the enjoyment of their Mercedes-Benz cars; (4) To further their knowledge of and interest in the traditions of the Three-Pointed Star; (5) To participate in motoring events for pleasure; and (6) To promote correct and proper driving practices by all members. The foregoing clauses shall be construed liberally, both as to the objects and powers, and it is hereby expressly provided the corporation shall have and posses all powers to act and perform every act, matter or undertaking in any way connected with the purpose of the organization which is now or may hereafter be lawfully exercised by it under the laws of the State of Arizona.

ARTICLE VI.

This corporation is not incorporated for the purposes of pecunuary profit and shall have no capital stock.

ARTICLE VII.

The classes of membership, if any, and the authorized number and qualifications for membership, the voting and other rights and privileges of each class of membership, the liability of each and all classes as to dues or assessments, and the method of collection thereof shall be set forth in the By-laws of this corporation.

ARTICLE VIII.

The directors of the corporation shall adopt By-Laws for the corporation.  These Articles of Incorporation may be amended by the affirmative vote of a majority of the members present at a meeting called for that purpose.

ARTICLE IX.

The affairs of the corporation shall be conducted by a Board of Directors composed of not less than three (3) or more than twenty-five (25), which said Board of Directors shall be elected by the members at the Annual Members Meeting to be held on the second Wednesday of February of each year beginning with the year 1963.

ARTICLE X.

The private property of the members of the corporation shall be forever exempt from any and all corporate debts and liabilities of this corporation and the members thereof shall be individually exempt from all liability or any of the debts or liabilities of the corporation.

ARTICLE XI.

The officers of the corporation shall be a President, Vice President, Secretary, and a Treasurer and such other officers as the Board of Directors may appoint.

ARTICLE XII.

An election was held at a meeting of the Mercedes-Benz Club of America, Arizona Section on November 14, 1962 at the Arizona Manor in Phoenix, Arizona as provided by law and the following named persons were elected Directors to serve until their successors are duly elected and qualified, to wit:

Loy F. Peterson
Clarence M. Walker
Louisa B. Broadman
Charles F. Bishop
Robert C. Bohannan, Jr.
H. D. DuBose
Glenn C. Taylor
Ross D. Blakley

ARTICLE XIII.

Ross D. Blakley, 325 West Bethany Home Road, Phoenix, Arizona who has been an actual bona fide continuous resident of the State of Arizona for more than three (3) years last past is hereby appointed the lawful and statutory agent of this corporation, upon whom service of process may be made.

IN WITNESS WHEREOF, we have hereunto set our hands and seals this  11  day of December, 1962.

Loy F. Peterson
Clarence M. Walker
Louisa B. Broadman
Charles F. Bishop

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