AMENDED AND RESTATED ARTICLES OF INCORPORATION

  

OF

 THE SOCIETY OF AMERICAN PERIOD FURNITURE MAKERS,

A VIRGINIA NONSTOCK CORPORATION

  
1. The name of the corporation is The Society of American Period Furniture Makers.  
   
2.
The corporation is to have the following classes of members, all of whom shall have voting rights: Individual, Student, Joint (legally married couples), Institutional, Business, Benefactor, and Honorary. The designation, qualification, dues and other rights shall be as set forth in the By-Laws.
  
 
  
3.
 The directors shall be elected by the members pursuant to provisions of the bylaws for three (3) year terms staggered so that approximately equal numbers of directors are elected every year.  
     
4.
The name of the corporation’s current registered agent is Robert Mustain, a Vice President of the corporation and a resident of the Commonwealth of Virginia.
  
     
5.
The corporation’s registered office address, including the street and number, which office address is identical to the business office of the registered agent, and which is the office of the corporation, is 8905 Autumn Leaf Ct, Fairfax, Fairfax County, Virginia, 22031.
  
     
6.
The corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Virginia NonStock Corporation Act for public and charitable purposes.
  
     
7.
The specific purpose of the corporation is to provide a forum for the education of the craft of period furniture making.
  
     
8.
The corporation is organized and operated exclusively for public and charitable purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.
  
     
9.
No substantial part of the activities of this corporation shall consist of carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office.
  
     
10.
The property of this corporation is irrevocably dedicated to public and charitable purposes and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer or member thereof, or to the benefit of any private person. Upon the dissolution or winding up of the corporation, its assets, remaining after payment or provision for payment of all debts and liabilities of this corporation, shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under Section 501(c)(3)of the Internal Revenue Code.