RESTATED ARTICLES OF INCORPORATION

The undersigned certify that:

1. They are the president and the secretary, respectively, of The Rector, Wardens and Vestrymen of St. John’s Parish in Porterville, California, a California corporation.

2.  The Articles of Incorporation of this corporation are amended and restated to read as follows:

I

The name of this corporation is The Rector, Wardens and Vestrymen of St. John’s Parish in Porterville, California.

II

A.  This corporation is a nonprofit Religious Corporation and is not organized for the Private gain of any person.  It is organized under the Nonprofit Religious        Corporation Law exclusively for religious purposes.

B.  The specific purpose of this corporation is to provide for Anglican worship and communion in the general area of Porterville, CA.

III

A.  This corporation is organized and operated exclusively for religious purposes within the meaning of Internal Revenue Code section 501 (c)(3).

B.  No substantial part of the activities of this corporation shall consist of carrying on 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.

IV

This corporation elects to be governed solely by the new corporate law.

V

The property of this corporation is irrevocably dedicated to religious purposes and no part of the net income or assets of this corporation shall ever enure 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 religious purposes and which has established its tax exempt status under Internal Revenue Code section 501(c)(3).                    

3.  The foregoing amendment and restatement of Articles of Incorporation has been duly approved by the board of directors.

4.  The foregoing amendment and restatement of Articles of Incorporation has been duly approved by the required vote of the members.

We further declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true and correct of our own knowledge.

DATE: ___________________                      __________________________

                                                                        Dale Cox, Rector, President

__________________________                   

            Robert Latour, Secretary