Articles of Incorporation
Vel Xenon Holding, Inc.
The name of the corporation is Vel Xenon Holding, Inc.
This Corporation is organized under the Not-for-Profit- Corporations Law of the State of New York. The corporation shall have perpetual duration and shall have only one class of stock.
The Corporation is organized for the exclusive purpose of acquiring, holding title to property, collecting income therefrom, and turning over the entire amount thereof, less expenses, to Vel Xenon, Inc. or more organizations described in section 501(c)(25)(C) of the Internal Revenue Code.
The Corporation shall have no more than 35 shareholders.
The Corporation's shareholders shall have the right to dismiss the investment advisor.
The shareholder shall have the right to terminate its interest in the corporation by either or both of the following alternatives as determined by the corporation:
(A) by selling or exchanging its stock in the Corporation to Vel Xenon Holding Inc. as primary option, or if denied, any organization described in section 501(c)(25)(C) so long as the sale or exchange does not increase the number of the Corporation's shareholders above 35, or
(II) by having its stock redeemed by the Corporation after the shareholder has provided 90 days notice to the Corporation.
The Corporation shall be governed by a Board of Directors. The exact number of Directors and their method of selection is set out in the bylaws of the Corporation.
The Articles of Incorporation may be amended by an affirmative vote of Directors.