Article 4. – IRC 501(c)(6) Tax Exemption Provisions


Section 4.1. Limitation on Activities.
Notwithstanding any other provisions of these Bylaws, the Corporation shall not carry on any activities not permitted to be carried on by a Corporation exempt from Federal income tax under Section 501(c)(6) of the Internal Revenue Code (the "Code").


Section 4.2. Prohibition Against Private Inurement.
No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, its Members, Directors or trustees, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes of the Corporation.


Section 4.3. Distribution of Assets.
In the event of dissolution or final liquidation of the Corporation, none of the property of the Corporation nor any proceeds thereof shall be distributed or divided among any of the members, directors or officers of the Corporation or inure to the benefit of any individual. After all liabilities and obligations of the Corporation have been paid, satisfied or discharged, or adequate provision made therefore, all remaining property and assets of the Corporation shall be transferred to International Information Systems Security Certification Consortium, Inc., a Massachusetts nonprofit corporation ("(ISC)2"), if in existence to hold in escrow for the sole purpose of transferring such funds to a new chapter entity formed to cover the geographic area authorized under the (ISC)2 Chapter Affiliation Agreement, (ISC)2 Phoenix Chapter Charter as shall at the time qualify as an exempt organization or organizations under Section 501(c)(6) of the United States Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue Laws) as the Board of Directors shall determine. Any such assets not disposed of shall be disposed of by the Superior Court of the county in which the principal office of the Corporation is then located, exclusively for such purpose or to such organization or organizations, as said Court shall determine, which are organized, operated, and engage in activities substantially similar to those of the Corporation and which are then qualified for exemption from Federal income taxes as organizations described in Sections 501(c)(3) or 501(c)(6) of the Internal Revenue Code of 1986 (or corresponding provisions of any subsequent Federal tax laws) exclusively for such purpose. Otherwise, to one or more organizations that have established their tax-exempt status under Section 501(c)(6) of the Code and Treasury Regulations.


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