FILE ONE ORIGINAL (Two if you want a filed stamped copy returned to you.)FILING FEE: WEST VIRGINIA ARTICLES OF INCORPORATION FOR A BROADBAND COOPERATIVE ASSOCIATION$100 (profit) $25 (non-profit) *Fee Waived for Veteran-owned corporationControl # Zip Code: State: City: Street: The mailing address of the above location, if different, will be: Located in the County of (required): Zip Code: State: City: Street:2.The address of the principal office of the corporation will be: Zip Code: State: City: Street: The mailing address of the above location, if different, will be: Located in the County of: Zip Code: State: City: Street: 3.The physical address (not a PO Box)of the principal place of business inWest Virginia, if any: Zip Code: State: City: Street: Name: 4.The name and address of the person(agent) to whom notice of processmay be sent, if any, will be: CHECK BOX to indicate you've included one of the REQUIRED CORPORATE NAME ENDINGS (See instructions for name endings). County: County:The undersigned, acting as incorporators as governed by WV Code 24731G-2 of the amended Code which shall be perpetual, adopt the following Articles of Incorporation for a West Virginia Broadband Cooperative Association (broadband internet services). Form CBD-1 Rev. 6/2018West Virginia Secretary of State Business & Licensing Division Tel: (304)558-8000 Fax: (304)558-8381 Web site: www.wvsos.gov 1.The name of the West Virginia Broadband CooperativeAssociation shall be: [Per WV Code, the name must include the words223cooperative,224 223co-operative224 or 223co-op224 in the name and the name MUSTcontain one of the required corporate name endings per 24731D-4-401 of theWest Virginia Code (*see attached instructions for the list of required name endings)]. This name is your official name and must be used in itsentirety when in use unless a Trade Name (DBA) is registered with the Office of the Secretary of State, according to Chapter 47-8 of the West Virginia Code.] 9.The corporation is organized as (check one):If Organized with ONE class of stock (Indicate the amount and par value of capital stock issued. If not issuing capital stock, enter zero's "0".):WEST VIRGINIA ARTICLES OF INCORPORATION FOR A BROADBAND COOPERATIVE ASSOCIATIONPage 2 6.Web site address of the business, if any (ex: yourdomainname.com): 5.E-mail address where business correspondence may be received: shares at the par value of $ The capital stock will be divided into The total value of all authorized capital stock of the corporation will be $ b.Located in how many West Virginia counties? If "Yes"... a. How many businesses? Yes No Decline to answer* Answer a. and b. below. 7.Do you own or operate more than onebusiness in West Virginia? FOR PROFIT (Proceed to question #10.) NON-PROFIT, NON-STOCK (Proceed to question #11.)8.Will the West Virginia Broadband Cooperative Association apply for 501(c)(12) status as a utility cooperative with the IRS?[If Yes, you will need to include specific language that is required by the IRS to be included in your Articles of Incorporation.] Yes Noa.10.FOR PROFIT ONLYper share.(number of shares x $ value per share)(number of shares)($ value)b.c.If Organized with MORE THAN ONE class of stock: The total number of authorized shares of all classes of stock of the corporation will be: The number of shares of each class that have a par value will be: The par value of each share by class will be: The number of shares that are to be without par value:Please include a statement of the powers, preferences, rights, qualifications, limitations or restrictions in respect to a class of stock fixed: If Organized WITHOUT capital stock:The property rights and interest of each member shall be: Equal UnequalIf UNEQUAL: Please state the general rules applicable to the classes of members whose property rights and interests are determined and fixed: Please include provisions regarding the admission of new members who may be entitled to share in the property of the association with the old members: Internet services - Per 24731G-2-1 of the WV Code, the association may be organized to "engage in any qualified activity in connection with any internet service; or any activity in connection with the purchase, providing or use by its members of internet services; or in the financing, directly, through the association of any qualified activities." "Internet services" means providing access to, and presence on, the internet and other services. Data may be transmitted using several technologies, including dial-up, DSL, cable modem, wireless, or dedicated high-speed interconnects. "Qualified person" means a person who is engaged in the use of internet services, either in an individual capacity or as a business. "Qualified activity" means using internet services. 11. a. The purpose for which this West Virginia Broadband Cooperative Association is formed is as follows (Describe the type of business activity to be conducted in the spaces provided below.): Page 3WEST VIRGINIA ARTICLES OF INCORPORATION FOR A BROADBAND COOPERATIVE ASSOCIATION 12.The names and addresses of the incorporators (members) are:NOTE: West Virginia Broadband Cooperative Associations must list at least TWENTY (20) incorporators (members). NameAddress City State Zip Code 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 14. 13. 12. 11.Continued on page 4. Yes No [Proceed to Section 12.] [If "Yes," the corporation must be formed FOR PROFIT and the purpose(s) indicated in Section 10a. above must include a "general public benefit" as set forth in 24731F-3-301(a) of the West Virginia Code. Per 24731F-1-102(c) , 223general public benefit224 means 223a material positive impact on society and the environment taken as a whole, as measured by a third-party standard, from the business and operations of a benefit corporation."].b.Will the incorporation elect to be organized for purposes as a 223Benefit Corporation224 per West Virginia Code 24731F ? ONLYapplicable to "FOR PROFIT" corporations; "NON-PROFIT" corporations CANNOT elect this status.This West Virginia Broadband Cooperative Association is organized and operated on a cooperative basis for the purpose of providing a mutually desired service to members at cost. All income will be used to cover losses and expenses with any excess either being distributed to members or retained to cover future losses and expenses, as governed by the bylaws. The purpose of this association is to embody the cooperative structure through democratic control, subordination of capital, and operating at cost with a benefit to members. Check here if applying for 501(c)(12) status.11. a. Continued from page 2. 16. 15. Page 4WEST VIRGINIA ARTICLES OF INCORPORATION FOR A BROADBAND COOPERATIVE ASSOCIATION *Important Legal Notice Regarding Signature: Per West Virginia Code 24731D-1-129. Penalty for signing false document.Any person who signs a document he or she knows is false in any material respect and knows that the document is to be delivered to the secretary of state for filing is guilty of a misdemeanor and, upon conviction thereof, shall be fined not more than one thousand dollars or confined in the county or regional jail not more than one year, or both. Important Note: This form is a public document. Please do NOT provide any personal identifiable information on this form such as social security number, bank account numbers, credit card numbers, tax identification or driver's license numbers. Date: c.Signature of Incorporator: b.Print name of person who is signing articles of incorporation: 16.Contact and Signature Information* (See below Important Legal Notice Regarding Signature): 15.The number of acres of land it holds or expects to hold in West Virginia is: Phone: a.Contact person to reach in case there is a problem with filing:14.Is the organization a "veteran-owned" organization?National Personnel Records Center Military Personnel Records 1 Archives Drive St. Louis, MO 63138 Toll free: 1-86-NARA-NARA or 1-866-272-6272 Phone: 314-801-0800 www.archives.gov/veterans/military-service-recordsYou may obtain a copy of your Veterans Affairs Form DD214 by contacting: Yes (If "Yes," attach Form DD214) No CHECK BOX indicating you have