Articles of Incorporation

SHREVEPORTYACHT CLUB

(As amended through February 2, 2001)

ARTICLE I

The name and style of this corporation shall be

SHRVEPORT YACHT CLUB, INC.

ARTICLE II

The domicile of this corporation shall be the City of

Shreveport, Caddo Parish, Louisiana

ARTICLE III

The purposes of this corporation shall be to foster interest among its members in motor boating, sail boating, fishing, social and other recreational activities, to raise money and other funds for carrying on of said activities; to acquire property for use in the carrying on of its activities, as above referred to, and to that end this corporation shall have the right and power to take, hold and receive real or personal property, any sums of money, or any goods or chattels given or bequeathed to them, or acquired by them in any manner whatsoever to be used, employed or disposed of in furtherance of the purposes hereinabove set forth.

ARTICLE IV

This corporation shall be governed by a Board of Directors constituted of eight members: the Commodore (whose office is equivalent to that of President), the Vice-Commodore (whose office is equivalent to that of Vice-President), the Rear Commodore (the previous Commodore), the Secretary and the Treasurer of the corporation, together with three members of the Board, all chosen from and by members in good standing at the annual meeting of the membership.

ARTICLE V

a) Membership in this corporation shall be limited to the classes and numbers of each class, as from time to time may be provided by the By-Laws. Initiation fees and dues appropriate for each class of membership shall be set forth in the By-Laws.

b) The corporation is authorized to issue stock of the following classes and number of shares:

Active Member stock:

600 shares of each of which shall

have a par value of $200.00

c) Qualifications for, and the rights and privileges of, membership in the categories of Active, Novice, Junior, Associate, Non-Resident, Honorary, Inactive, and Military shall be as defined in the By-Laws, and such qualifications shall include ownership of at least one whole share of the stock of the corporation for an Active Member. Ownership of such a share shall not assure membership.

d) Upon dissolution of the Club, only the holders of shares of ACTIVE MEMBER stock shall participate in the distribution of net assets.

e) The corporation shall not be required to issue any fractional shares of stock, and if ownership of any share is to be changed in such a manner that any person shall own less than a full share, then the corporation shall have the irrevocable option to purchase such shares at par.

f) Shares of Active Member stock shall be issued for not less than par value, and they may be issued for such other consideration in excess therof as may, from time to time, be determined by the Board of Directors.

g) The Club shall have a lien upon the stock of each Member for all dues and charges, owing to the Club by said member as provided in the By-Laws of the Club. At such time as dues or charges are as much as six months in arrears, such stock may be declared forfeited by the member, sold by the Club and said dues or charges paid out of the proceeds of such sale.

h) In the event of the termination of membership of any Member for any reason on or after September 14, 1969, the Club shall have the exclusive option to purchase at par value such share, or shares, of Active Member stock as may be owned by such member either from the member or his legal representative. This option shall be exercisable by the Club upon giving written notice of intention to the former member or his legal representative at the last known address of such former member. In the event of failure to surrender such stock to the Club within a reasonable time after such notice, and after payment or tender of the par value of the stock to the former member or his legal representative, the certificate shall be voided on the records of the Club and the share, or shares, represented thereby may be issued anew by the Club.

i) No stock shall be sold or transferred without first being offered to the Club and it shall have the option, exercisable at any time within one year from such offer, to buy such stock, at par value. No transfer of stock shall be recognized or binding except when regularly made upon the books of the Club.

ARTICLE VI

Service of citation and any and all legal process shall be made on the Officers of this corporation in the following order:

First, on the Commodore,

Second on the Vice-Commodore

Third, on the Secretary

ARTICLE VII

No member of this corporation shall ever be liable for any of the faults or contracts of same in any greater amount than the unpaid balance of the membership dues of said member, nor shall any informality in the Charter or organization of this corporation have the effect of rendering this Charter null or of exposing any member to any greater liability than that set forth in the Act.

ARTICLE VIII

“This corporation shall enjoy perpetual existence, unless sooner dissolved pursuant to the Louisiana Nonprofit Law or by a vote of three-fourths of the members of this corporation.”