By-laws of the Cap and Hare Homebrew Club – Revised February 2023

Article I: Name and Affiliations

Section 1. The name of this organization is CAP AND HARE HOMEBREW CLUB and it may be referred to herein as the “Club” or as the “Cap and Hare”.

Section 2. The Cap and Hare is a registered homebrew club with the American Homebrewers Association.

Article II: Purpose

Section 1. The Cap and Hare is organized exclusively to operate as a not-for-profit corporation for social and recreational purposes within the meaning of Section 501(c)(7) of the United States Internal Revenue Code of 1986 as amended from time to time, or a corresponding provision of any future Federal tax code.

Section 2. The specific and primary purposes of the Cap and Hare are as set forth in the Articles of Incorporation. In the furtherance of these purposes, the Cap and Hare shall provide for a minimum of 10 monthly meetings, 4 instructional meetings, (brew-ins) and 1 outreach program per calendar year.

Section 3. Acceptable activities shall include, but not be limited to: promoting the hobby of homebrewing within the community; educating Members and the general public about homebrewing and the science of zymurgy; sharing brewing experiences and results amongst Members; coordinating competitions and functions for Members; sponsoring open competition within the area; and establishing friendly relationships with similar organizations throughout the DFW Metroplex and the world.

Section 4. The Association shall have any and all powers granted to it by the Texas Business Organizations Code and all other statutes and other laws of the State of Texas applicable to nonprofit corporations.

Section 5. Any activities the Cap and Hare may engage in under these provisions shall be conducted in accordance with the Articles of Incorporation, all applicable Internal Revenue Codes, and all statutes and other laws of the State of Texas.

Article III: Directors

Section 1. The number of directors for this Corporation shall be eight (8). Said directors shall constitute an Executive Committee and shall hold one of the following Offices: President, Vice President, General Secretary, Treasurer, Masterbrewer Coordinator, Special Events Coordinator, Big Brew Coordinator, and Social Media Coordinator. The following are the specific duties of each Office:

PRESIDENT: The President shall preside at all Association and Executive Committee Meetings. The President shall decide all questions of order, appoint all Committees other than the Executive Committee and be an ex-officio member of all Committees. The President is charged with setting all meeting dates and times.
VICE PRESIDENT: The Vice President shall assist the President in maintaining the efficiency of the operation, shall be the primary point of contact with outside agencies (except as provided herein), and shall perform such other duties as may from time to time be imposed upon them. They shall assume the duties normally performed by the President during any temporary absence of the President.
GENERAL SECRETARY: The General Secretary shall record the minutes of all Association and Executive Committee Meetings, notify parties of their election to the Committee, issue the results of all Association Meetings and Elections, and conduct the general correspondence of the Association. The General Secretary is directed to maintain an accurate membership roster with current member contact information. They shall act as the main contact point between the Association and the American Homebrewers Association, or any other homebrewing Associations the Cap and Hare may from time to time affiliate with. They may perform such other duties as may be imposed upon them at the direction of the Executive Committee, and at the expiration of their term of office, shall turn over all pertinent papers and records of the Association to their successor.
TREASURER: The Treasurer shall maintain primary custody of all Cap and Hare funds and shall promptly deposit all moneys received. They shall be responsible for all collection of fees and fines. The Treasurer shall submit a complete Treasurer’s Report to the Executive Committee at least once annually. The Treasurer will provide to every Monthly General Membership Meeting a current financial statement of Association treasury funds. At the expiration of their term of office, they shall turn over all pertinent books and records of account to their successor. They may perform such other duties as may be imposed upon them at the direction of the Executive Committee.
MASTERBREWER COORDINATOR: The Masterbrewer Coordinator is responsible for organizing and conducting the annual series of monthly homebrew competitions, organizing and supervising the judging, keeping records of the results, and presenting awards, leading up to the recognition of the Cap and Hare Masterbrewer of the Year.
SPECIAL EVENTS COORDINATOR: The Special Events Coordinator is responsible for organizing and executing Association events other than regular monthly meetings or Executive Committee meetings, such as social gatherings, association projects, special meetings and competitions. Further, the Special Events Coordinator will be the primary contact for all outside competitions including “CLUB-ONLY”, regional, and AHA NATIONAL competitions. They may perform such other duties as may be imposed upon them at the direction of Executive Committee.
BIG BREW COORDINATOR: The Big Brew Coordinator is responsible for working with members to organize a series of Big Brew events during the year, using the Club’s Big Brew equipment. The Big Brew Coordinator is also responsible for the care and maintenance of the Big Brew equipment. They may perform other duties as may be imposed upon them at the direction of the Executive Committee.
SOCIAL MEDIA COORDINATOR: The Social Media Coordinator is responsible for maintaining the club’s social media accounts, including but not limited to: facebook, twitter, instagram, any platform yet to be named and all future accounts created in the club’s name; is responsible for club communication using these accounts; and will be the lead liaison to the Executive Board regarding member communication via social media. The Social Media Coordinator is also directed to coordinate with the General Secretary in maintaining accurate membership email addresses, and promoting club activities through the email medium. They may perform such other duties as may be imposed upon them at the direction of Executive Committee.

Section 2. Directors shall be elected from the membership and are required to maintain good standing as Full Members (or Full Family Members) of the Club as outlined in Article IV herein. All directors are required to possess access to some form of Electronic Mailing service, more commonly referred to as Internet e-mail. This is essential for the timely execution of Association business.

Section 3. Subject to the limitations and requirements of the State of Texas, all activities of the Club will be conducted, and all powers of the Association shall be exercised, under the direction of the Executive Committee. Within these guidelines, the Executive Committee shall be empowered to do all acts necessary or expedient for the administration of the affairs and attainment of the purposes of the Club. The Committee’s duties shall include but are not limited to: developing an annual budget; initiating long range planning; and deciding policy issues of an organizational and financial nature.

Section 4. All Directors are required to represent the Cap and Hare in a professional manner at all times. Directors are required to attend ALL Association meetings, official functions, and Executive Committee Meetings unless excused due to illness or other unavoidable circumstances. Regardless, more than 3 absences in a calendar year may be grounds for disciplinary actions under Articles V and VII herein.

Section 5. The term of office for Cap and Hare Directors shall be 1 year. Directors may hold a specific Office for two consecutive terms. After two terms in the same Office, they must then vacate that Office for a period of one year before they will again be eligible for election to the same position. Directors may further serve on the Executive Committee for four consecutive terms providing no more than two terms of the four are in the same Office. After four consecutive terms, Directors must vacate all positions for one year before becoming eligible for re-election to Office.

Section 6. Elections will be held during the month of November at the regular Club meeting. Positions will be effective January first. An Executive Committee Meeting will be held at the earliest possible convenience after January 1st to facilitate the changeover. All outgoing and incoming Directors are required to attend this meeting.

Section 7. If, after an election, the new Executive Committee is comprised wholly, or primarily of new members, the newly formed Executive Committee, may, at its option, ask any previous Director to remain on the Executive Committee in an advisory capacity. Any such Advisory Member will have no vote on the Committee and will serve at the will of the standing Executive Committee. Executive Committee Advisory Members are subject to all provisions of these By-laws pertaining to standards, requirements and responsibilities of Directors.

Section 8. Directors shall not be compensated by salary. Notwithstanding this, Directors may be reimbursed for any extraordinary expense incurred in the performance of their duties, as provided for under Article VIII.

Section 9. Committee Members recalled, as per Article VII shall not be permitted to run for office for a period of three (3) years, nor vote as members where such votes may normally be cast for a period of one (1) year after such recall.

Section 10. The Executive Committee must meet at least twice each year. Once in January as outlined in Section 6 herein, and once at the discretion of the President. The President may call special Executive Committee meetings as needed. Alternately, another director may petition the President to call a meeting, or two other Directors may jointly call for a special Executive Committee meeting as events warrant. A notice of 30 days is required for all such called meetings. In the event less than 30 days notice is given, a meeting may proceed if a quorum is present, however, absence shall not count toward the “three absence” proviso as stated in Section 4 herein.

Section 11. An Executive Committee quorum shall consist of at least four Directors, one of which must be either the President or the Vice President. At no time may the Secretary, Treasurer, Masterbrewer Coordinator, and Special Events Coordinator together constitute a quorum.

Section 12. A quorum of Executive Committee members as defined in Section 11 is required to conduct any official Club business at any Executive Committee meeting. Any decision made by a majority of the Executive Committee at a meeting duly held while a quorum is present shall qualify as an act of the Executive Committee, unless prohibited by the Articles of Incorporation, these By-laws, or federal or state laws.

Section 13. The number of Directors may be increased at any time by amending these By-laws as prescribed in Article X.

Section 14. Directors of the Club are not personally liable for the debts, liabilities, and other obligations of the Club as provided for by Texas Statute. Further, Directors shall not be personally liable for any tortious act or omission, or breach of contract merely because they are authorized to participate in the management of the affairs of the Club. Directors are protected from personal liability to the full extent of Texas Statute. (Including, but not restricted to, The Texas Business Organizations Code.)

Section 15. The Executive Committee is authorized to enter into and/or execute contracts for the Club in the name of the Cap and Hare. Such contracts and agreements must bear the signature of the President and the General Secretary, in order to make such contracts or agreements binding upon the Cap and Hare. Notwithstanding this proviso, neither the Executive Committee, nor it’s individual Members may enter into any contract, pledge its credit, or cause the Club to be committed to any financial liability beyond the Club’s ability to honor such obligations.

Article IV. Membership

Section 1. Full Membership: Full Membership is limited to individuals who have evidenced interest in the hobby of homebrewing, the science of zymurgy, and/or the sensory evaluation of beer. All Full Members must be domiciled in North Texas, and must have attained the minimum age for the consumption of alcoholic beverages as defined by Chapter 106 of the Alcoholic Beverage Code of the State of Texas, or any amendments thereto. Full Members must have paid all dues and fees required of them in full and are required to attend as many official meetings and functions as possible. Neither this corporation nor its Directors, or Members shall in anyway discriminate against any person on the basis of race, color, religion, sex, national origin, or handicap.
Section 2. Family Membership: Family Membership is available to a family that has more than one individual that would otherwise be eligible for Full Membership. Family Members must have paid all dues and fees required of them in full and are required to attend as many official meetings and functions as possible. All individuals qualifying for Family Membership that would otherwise qualify for Full Membership are granted the same rights and privileges as Full Members, including the right to vote, and hold office.

Section 3. A Member shall be considered to be properly registered when: (A) the applicant’s application for membership has been received by the General secretary; (B) the application has been verified to be correct and the General Secretary is satisfied the applicant meets the requirements stated herein; and (C) the treasurer has received proper payment of all outstanding dues and fees. With cause, the application may be subject to approval by a two-thirds (2/3) majority of the Club. Club Member voting on submitted applications may take place by mail or at any scheduled Club Meeting.

Section 4. A membership may be terminated or restricted with cause as defined in Article V. A member whose membership has been terminated under this proviso shall be eligible for a refund of such dues as they may be entitled to by probation of the paid dues by the remaining term of membership. This refund will only be paid at the written request of the terminated member.

Section 5. Membership fees shall be established by the Board of Directors, and shall be reviewed by the Board on an annual basis.

Section 6. Members of the Club are not personally liable for the debts, liabilities, and other obligations of the Club as provided for by Texas Statute. Further, Members of the Club shall not be personally liable for any tortious act or omission, or breach of contract of the Club Members are protected from personal liability to the full extent of Texas Statute. (Including, but not restricted to, The Texas Business Organizations Code.)

Section 7. The General Secretary shall be responsible for keeping an annual roll book that records admissions and terminations of all members. Each annual roll book is to be retained for a period of three (3) fiscal years after the end of the annual period when such roll book is used.

Section 8. Membership in the Cap and Hare is not subject to transfer.

Article V. Censure, Probation, Fines, Suspension, and Expulsion

Section 1. Whereas no Member, Director, nor Guest need tolerate harassment, belligerency or defamation from any Club Member, and whereas the Executive Committee has been charged with maintaining order within the Club, be it known that:

Categorically, and without restriction, the Cap and Hare reserves the right to censure, fine, suspend or expel (terminate the membership of) any Member or Director who willfully creates disharmony, behaves in a manner prejudicial to order and discipline or tarnishes the image of the Club and/or the hobby of homebrewing.

Section 2. The following procedures shall be followed in the event disciplinary action is necessary against any Member or Director:

The General Secretary will prepare a written list of charges based on verbal and/or written documentation or observation.
The General Secretary will prepare, within 20 days of item (a), a letter to the accused informing them of the Cap and Hare’s intent to take disciplinary action and requesting the accused to submit their side of the issue.
Upon receipt of the statement of the accused (or 10 days, whichever comes first) the General Secretary will send copies of all documentation to each Executive Committee Member, asking for individual votes on recommended action. Disciplinary action may not be imposed unless a two-thirds (2/3) majority vote of the Executive Committee deems it to be necessary.
If disciplinary action is necessary under this proviso, a Special Executive Committee Meeting shall be called to determine the action to take.
The Executive Committee’s decision in such a matter may be appealed by the Member concerned, to a Special Disciplinary Committee composed of at least five (5) Association Full Members, drawn by lot. Such appeals must be in writing and have been received by the President, via registered mail, no later than fourteen (14) days after the Executive Committee’s ruling. The General Secretary shall notify, by mail, the selected Association Members within ten (10) days of receipt of the appeal and forward to each, copies of complete correspondence.
After consideration, the Association Members will be instructed to vote pro or con on the Executive Committee’s original ruling within ten (10) days of receipt. Their decision is final and binding on the Association and the accused.
The General Secretary will advise the President of the decision who, in turn, will formally notify the accused.

Article VI: Elections:

Section 1. The General Secretary shall call for candidates for all available Directorial positions no sooner than Sixty (60) days and no later than thirty (30) days prior to the scheduled date for the election of such positions. Those qualified persons wishing to place themselves in contention for Cap and Hare Office shall notify the General Secretary in writing (by mail or e-mail), or by phone, no later than twenty (20) days prior to the date of such Election. Date of postmark shall be the determining factor in the case of notification by mail. Other Full or Associate Members in good standing may nominate candidates, however the General Secretary may not add the nominated candidate to the ballot without that candidate’s approval.

Section 2. All Elections for Cap and Hare Directorial positions shall be conducted by a show of hands or by paper ballot at a regularly scheduled Club meeting.

Section 3. The candidates for Directorial positions shall be limited to Association Full Members that have maintained good standing for no less than one (1) year at the time of nomination. Those candidates that otherwise qualify and have special skills or training in accounting and further, are interested in acting as Club Treasurer shall be exempt from the one-year requirement. Notwithstanding, there shall be no membership time restrictions for any elections held prior to January 1, 2000.

Section 4. A candidate receiving a simple majority of the votes returned shall be considered elected, except as stated in Section 5 of this Article.

Section 5. Should more than two (2) candidates run for any office, the following shall prevail:

Any candidate receiving at least fifty-one percent (51%) of the votes cast shall be considered elected, or
Should the conditions under (a) not prevail, there will be a runoff between the two (2) candidates receiving the highest number of votes on the first ballot.

Section 6. In the event that there are zero nominations or only one nomination (who is an incumbent), for any office, the incumbent will remain in office for another term, regardless of any term limit proviso herein.

Section 7. No person, authorized to vote in an election, may vote more than once per candidate or position.

Article VII. Filling Vacant Executive Committee Positions / Recall of Executive Committee Members.

Section 1. Should the President take leave of Office for any reason, the Vice President shall assume the Office of President, and shall, at their discretion, appoint any Full Member in good standing to the office of Vice President. The General Secretary shall then call for an election for the Office of Vice President from the remaining Members.

Section 2. Should both the President and Vice President take leave of Office, the General Secretary shall assume the Office of President. The Treasurer or the Special Events Coordinator may, at the discretion of the President, fill the office of Vice President. The new President may fill any vacant offices by appointment of any Full Member in good standing. The new President shall then call for elections for any vacant Offices from the remaining Members.

Section 3. In the event any other Director takes leave of their Office, the President shall appoint any Full Member in good standing to the vacant position and call for elections for the vacated Office.

Section 4. Appointment of Members to positions on the Executive Committee as provided for in this Article are temporary and for a period not to exceed ninety (90) days. Within ten (10) days of any temporary appointment, the General Secretary, (or President if the General Secretary office is vacant) shall call for elections to fill any Executive Committee offices. Such elections must be completed within the ninety (90) day period.

Section 5. Any Executive Committee Member may be recalled from Office by an affirmative vote by at least three (3) Directors, regardless of quorum or majority provisions set forth herein. The Executive Committee may effect this section by Meeting or mail, as circumstances so warrant. Recalled Directors may be further subject to disciplinary action as provided for in Article V.

Section 6. Any Executive Committee Member may be petitioned to seek a recall vote of any other Executive Committee Member by two-thirds (2/3) affirmative vote of the Club members. Said Executive Committee recall vote shall take place as stipulated in Section 5 of this Article.

Section 7. Any Executive Committee Member recalled has the right to appeal such recall action. Appeals under this clause must be in writing and received by the General Secretary (via registered mail) no later than fifteen (15) days after the recall ruling. If, after consideration of the appeal by the Executive Committee, the appeal is rejected, there can be no further appeal.

Section 8. Recall voting shall be accomplished by secret ballot.

Section 9. Should Recall take place at an Executive Committee Meeting, it shall be immediately followed by an election by those Executive Committee Members present at such Meeting, to fill the created Executive Committee vacancy or vacancies. Interim Appointments may also be made at this time as provided for under this Article.

Article VIII: Budget and Treasury

Section 1. The Fiscal year for the Club shall be January 1stthrough December 31st of each year.

Section 2. The Executive Committee is to approve a working budget for the Club for each fiscal year. Said budget must be approved prior to the commencement of the fiscal year budgeted for.

Section 3. The Association is required to maintain in good standing, a secure, federally insured account in a Financial Institution that provides such services.

Section 4. The Treasurer shall be required to keep correct and complete books and records of account for at least three years after the end of each fiscal year and shall make them available to the Members of the Association for inspection and copying upon request. The Treasurer shall also, at the discretion of the Association, submit the books for annual audit at the end of each calendar year. As deemed necessary by the Executive Committee, an independent auditing firm will be engaged to conduct the audit review and submit their findings to the Association.

Section 5. All Association checks, promissory notes, or drafts will be signed by the Treasurer and countersigned by the President.

Section 6. Either the Treasurer or the President may deposit any legal tender into the Association account. In the event the President deposits funds, he must notify the Treasurer of such deposits within 10 days and return all deposit receipts to the Treasurer within 30 days.

Section 7. This corporation is organized as a nonprofit corporation and shall not be operated for pecuniary gain or profit nor does it contemplate the distribution of gains, profits, or dividends to its members; it is organized and shall be operated solely for nonprofit purposes. None of its profits or net income shall ever inure to the benefit of any director, officer, member, or individual.
Section 8. Any Member or Director, under the direction of the Executive Committee, is to be reimbursed for all legitimate expenses incurred in the name of the Cap and Hare.

Section 9. All expenses in excess of twenty-five ($25) dollars require written approval from the President or Vice President prior to incurring the expense. All expenses in excess of one hundred ($100) dollars require written approval by the Executive Committee prior to incurring the expense.

Section 10. Receipts for expenses incurred under Section 8 and 9 of this Article must be presented to the Treasurer for reimbursement.

Section 11. Budgeted items shall be paid for, whenever possible, with Club funds. Budgeted items paid for with Club funds are not subject to the expense rules as stated in this article as long as such expenses are not more than ten percent (10%) over the published annual budget for said item.

Section 12. The Treasurer will notify immediately any Member submitting a check that is returned or denied payment for any reason. The Treasurer is empowered to collect, on behalf of the Club, a fifteen dollar ($15) charge, in addition to any financial institution charge, for each check returned to the Cap and Hare due to insufficient funds.

Article IX: Meetings, Voting, and Conflicts of Interest

Section 1. Club Meetings and Committee Meetings shall have no time limit. A maximum of fifteen (15) minutes may be allowed for the purpose of completing a point under discussion. This Section may be waived by overwhelming majority vote, (a vote of three-fourths (3/4) or greater shall be considered overwhelming under this section) of the Club or Committee Members in attendance.

Section 2. A quorum for a regular Club meeting shall consist of the members present. When a Club Full Member cannot attend a scheduled meeting where voting is scheduled to take place, that individual may assign their voting rights by written proxy to another Full Member. Attending Full Members may carry a maximum of two proxy votes. Associate Members will have no proxy rights.

Section 3. In the absence of the President and Vice President, the General Secretary shall assume the Chair of any general membership meeting.

Section 4. The Club shall vote on general issues that are presented to them at regular meetings. Issues before the Association require a quorum be present and simple majority for passage unless specified otherwise.

Section 5. Meeting announcements shall be posted on the Club Web page in advance of the meeting date for Club meetings.

Section 6. It is the responsibility of all Club Members and Executive Committee members to maintain a current and valid mailing address and email address (If applicable) with the General Secretary in order to receive notices of Club Meetings and events. Such addresses shall be those to which notice(s) will be sent whenever required by other provisions of these By-laws.

Section 7. A conflict of interest shall be deemed to exist whenever a member of either the Club or the Executive Committee shall be materially involved with a business in the field of commercial brewing, or beer or beer supplies distribution or sales, either by ownership thereof, or being employed thereby. When a member is deemed to have a conflict of interest, said member shall in general not have a vote in any issue, before either the Club or the Executive Committee, which may be perceived as having any effect, positive or negative, on the business establishment with which they are associated.

Section 8. Any person so bound by the Conflict of Interest Proviso may challenge their ability to vote on any issue before either the Club or the Executive Committee, pursuant to a vote by the Club or Executive Committee as per these By-laws. A two-thirds (2/3) affirmative vote by the appropriate convening body shall constitute reinstatement of voting rights to the affected individual.

Section 9. Any member of the Club may protest the right of any person with a perceived Conflict of Interest to vote in an issue in which that person’s vote can effect the result of the vote of either assemblage. In such case, appeal may be made to the appropriate convening body, who will vote on the issue. A two-thirds (2/3) affirmative vote shall constitute reinstatement of voting rights to the affected individual.

Article X: Supplemental Rules, Powers to Amend and Order of Business

Section 1. Rules and regulations to supplement these By-laws shall be devised as needed for the purpose of clarity and uniformity. Additions, deletions or changes may be made to said rules and regulations at any Executive Committee Meeting, after a simple majority vote of those Directors in attendance where a quorum is present. Rules and Regulations as allowed for in this proviso shall not conflict with, change the meaning of, or otherwise violate the spirit and letter of these By-laws or the Articles of Incorporation. In all questions of authority, These By-laws shall take precedence over any rules or regulations so enacted.

Section 2. Rules and regulations as provided for herein will be in the form of announcements issued by the Cap and Hare General Secretary. These rules and regulations will be considered to be in force immediately upon receipt of said announcement.

Section 3. It is the responsibility of all Club Members and Executive Committee Members to read and understand any announcement issued by the Cap and Hare.

Section 4. The Executive Committee is given full power to make, alter, amend or repeal any and all By-laws of the Club at any Executive Committee Meeting, after unanimous vote of those Directors in attendance where a quorum is present. This power may be exercised without prior notice to the Club of the Committees intention to so act. The Executive Committee may also effect this section by mail or e-mail, if circumstances so warrant. Such changes to the By-laws are effective immediately, but are subject to repeal/ratification at the next scheduled meeting of the Club by two-thirds (2/3) vote of the general assemblage where a quorum is present. Any proposed change to these By-laws not so enacted under this provision may be further brought before the membership for vote by mail and will be considered passed by a three-fourths affirmative vote of the total membership entitled to vote.

Section 5. These By-laws shall be reviewed annually by the General Secretary. They shall then submit a report of their findings to the Executive Committee, who may enact, as provided for in Section 4, or dismiss such changes as the General Secretary recommends.

Section 6. The Order of Business and/or procedures of any Club Meeting or Executive Meeting, or any subject not covered by these By-laws, or noted in Club Minutes shall be subject to “Robert’s Rules of Order Revised” where applicable. Should there be a conflict between these By-laws and “Robert’s Rules of Order Revised” in the matter of Order of Business and/or procedures, the latter shall prevail.

Section 7. If the provisions of these By-laws are in conflict with the Cap and Hare Articles of Incorporation, said Articles shall take precedence.

Section 8. If any provision of these By-laws is found to be invalid or unenforceable, for whatever reason, the remainder of the By-laws shall still be effective.

Section 9. In interpreting these Articles and all governing documents of the Association, the feminine gender shall be substituted for the masculine, the plural for the singular, and the single for the plural where such substitution is consistent with the context.

Article XI – Dissolution

Section 1. The Cap and Hare Homebrew Club may be dissolved by a majority vote of the members present at a regularly scheduled meeting of the Club, provided notice of the intent to consider dissolution was included in the notice of the meeting and posted on the Club website at least 30 days prior to the proposed vote.

Section 2. Upon the dissolution of this corporation, and after paying or adequately providing for its debts and obligations, the remaining 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. 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.