Document 776JKNENMZL0eRkMNaKB0Lge

Jjii: (fOuWMVOUll Monsanto From: D. D. Mitchem -1740 - 6401 Date: September 20,1995 Subj: 1996 Community Relations/ Monsanto Fund Plan cc: R. F. Sackett K. S. Miller j. p. Kaminski To: Marilyn Hartnett - B2NC Diane Herndon - A2SP Attached is the w. G. Krummrich 1996 Community Relations/Monsanto Fund Plan. Please let us know if you have any questions or wish to discuss. Debbie Mitchem OSW 138040 STLCOPCB4037997 <>u I"o3 O s CSW 138041 STLCOPCB4037998 Objective B: Maintain and enhance relationships with local emeigency response committee GSW 138042 STLCOPCB4037999 Goal #2: ENVIRONMENTAL JUSTICE DSW 1 3 8 0 4 3 STLCOPCB4038000 19% W G K Community Relations Plan DSW 1 3 8 0 4 4 STLCOPCB4038001 in oHo 2PU I I g a S 00 DSW 1 3 8 0 4 5 %c<0 o H 2 %Tf Co3 O STLCOPCB4038002 Goal #5: INCREASE WGK'S IDENTITY AS A COMMUNITY EDUCATIONAL RESOURCE OSW 138046 STLCOPCB4038003 Objective B: Educational/industiy partnership with Southern Dlinois University Edwardsville-East S t Louis Center DSW 138047 STLCOPCB4038004 1996 w. C. Krummrich Plant Monsanto Fund Budget WORST CASE SCENARIO Local emergency planning committee ENVIRONMENTAL JUSTICE Youth: East St. Louis Youth center Bakari institute GEMM Centre Catholic Urban Program - Griffin Center Camp Wyman Health Services: St. Mary's Hospital Community: Gateway Initiative MAINTAIN/IMPROVE LEADERSHIP POSITION ON EAST SIDE Leadership Council Belleville Philharmonic Symphony Belleville Area Program COMMUNITY EDUCATIONAL RESOURCE NSTA National Conference BAC Environmental Lecture Series BAC Scholarships SIUE-East St. Louis Science Center * First of a four-year commitment 1996 Proposed $ 7,500 * 250,000 7,500 8,000 2,000 1,000 5,000 10,000 10,000 2,000 5,000 5,000 5,000 2,000 5.000 $525,000 OSW 138048 STLCOPCB4038005 Monsanto FROM (NAME-LOCATION-PHONE) Diane Herndon, A2SP, x2915 DATE SUBJECT September 5, 1995 East St. Louis Youth Center cc: Russ Sackett Larry O'Neill REFERENCE TO John Mason Marilyn Hartnett Attached is additional information about the East St. Louis Youth Center. This builds on the proposal sent to you earlier for funding consideration as a major environmental philanthropy project. Some significant developments have transpired since then: * Jackie Joyner Kersey has reportedly cast her support with this Center, shelving her desire to build a separate Olympic training center. * East St. Louis Mayor Gordon Bush has also contributed his support to the effort, setting aside his separate plans that threatened to compete with, and potentially derail, both efforts. Ralph Korte, chairman of Korte Construction and president of the newly incorporated East St. Louis Youth Center Foundation, sent the organization's articles of incorporation, by-laws, charter, and list of board members. The Foundation is a 501 (c)(3) organization. It will not receive funds from the city, state or other political organization. Jackie Joyner Kersey, Bob Costas and Martin Mathews have pledged their support. In addition, Seven-Up, McDonnell Douglas, Anheuser Busch, and Korte Construction have already expressed interest in the program and willingness to contribute funds. The opportunity for Monsanto lies in aligning ourselves with, a project designed to inspire hope and improve the quality of life for East St. Louis youth -- very much in line with our community relations goals and sustainability focus. Given our East Side presence at the Krummrich plant, and visible involvement in East Side activities, we will probably be expected to contribute to the Center at some level. The question becomes how much do we want to contribute and how much of a leadership role do we want to play to ensure the project is successful. The organization plans to go public with their plans soon. I think it might be useful, if you are interested, to set up a meeting with Ralph Korte, Russ Sackett, and possibly Martin Mathews to give you a better understanding about the program. Please let me know and I'll be happy to arrange. DSW 138049 STLCOPCB4038006 August 21, 1995 NORTE CONSTRUCTION COMPANY The Annex--Suite 300 700 St. louis Union Station St. Louis, Missouri 63103 314/231-3700 KORVE Dianne Herndon, Manager Environmental Communications Monsanto Company Mail Code A2-SP 800 N. Lindbergh St. Louis, MO 63167 Dear Dianne: Thank you for your interest in our proposed Youth Center in East St. Louis. It is an exciting but ambitious project which we have been working on about a year. We intend to go out for capital campaign funds of $8 million. Of this $5 million would be used to build the facility and $3 million set aside as a permanent endowment to fund the operation, hire an executive director, pay utilities, etc As you requested, enclosed is some information to give you an overview of the project. Enclosed is our mission statement, board of directors, 501(c)(3) charter, by-laws and a letter signed by Mayor Gordon Bush stating that this project will not be involved in politics, etc. You know Martin Mathews' track record with the Mathews-Dickey Boys Club. He feels strongly that this facility is sorely needed in East St. Louis. I also feel this center could touch the lives of all the children in East St. Louis which I estimate to be 15,000 to 20,000. You will note we have put together a top-flight board of directors. The first board meeting was held July 28 and a second meeting scheduled for August 31. I hope you will give this project your consideration and favor our request, as I feel it is an excellent project for Monsanto's involvement. It would also be great for public relations and you would truly be doing something to change the face of East St. Louis in the future. Ralph Korte, President East St. Louis Youth Center Foundation DSW 138050 STLCOPCB4038007  ;|SI 'J * .. 1 '" ' East St. Louis Youth Center Foundation * ''v-.*;*.?: vfc*-... >r,. if : Ralph Korte, President 700 St Louis Union Station St Louis, MO 63103 .... *'*-,--i' . ' ' -;.f'iir'V'-, Ph: 314 231-3700 STLCOPCB4038008 Mission Statement The mission of the East St. Louis Youth Center Foundation: To help rebuild the inner city and to provide and administer a recreational, entertainment and cultural center for the betterment of the youth of East St. Louis; * To be a builder of permanent charitable assets to use on behalf of the East St. Louis Youth Center; To act as good stewards for those funds. DSW 138052 STLCOPCB4038009 President Vice. Pres. Secretary Treasurer Board of Directors East St. Louis Youth Center Foundation Executive Committee Ralph Korte Martin Mathews Linda Darnece Jones Louis Tiemann Chairman Korte Construction St. Louis, MO Exec. Dir. and Co-Founder Mathews-Dickey Boys' Club St. Louis, MO Director St. Louis ArtWorksI St. Louis, MO Coordinator Proud Partners Belleville, 1L Bill Badgley James D. Bess James H. Davis Herschel L. Garrett, D.D.S. Tom Holley Retired Chairman Magna Group, Inc. Belleville, IL District Manager Union Electric Co. East St. Louis, IL Executive Vice President The Boatmen's National Bank St. Louis, MO Dentist East St. Louis, IL Chairman Gramex Corporation St. Louis, MO ESW 138053 STLCOPCB4038010 Board of Directors East St. Louis Youth Center Foundation Page 2 William Koman, Sr. Earl Lazerson Judson Picard Ted Savage Jackie Smith Dr. Katie Wright The Koman Group St. Louis, MO President Emeritus Southern Illinois University Edwardsville, IL Owner-Operator McDonald's Restaurants Chesterfield, MO St. Louis Baseball Cardinals St. Louis, MO Casino Queen. East St. Louis, IL Prof, of Education Harris-Stowe State College East St. Louis, IL DSW 138054 STLCOPCB4038011 OFFICE OF THE MAYOR January 13, 1995 GORDON D. BUSH Mayor Ralph Korte, Chairperson Martin Mathews, Co-Chairman Task Force Committee 700 St. Louis Union Station St. Louis, MO 63103 Gentlemen: I am pleased to hear of your efforts to build an East St. Louis Youth Center. A facility of this type is sorely needed in our community. It would give our youth something to look forward to on a daily basis and make a difference in their lives and the lives of future generations. * I understand that presently a Task Force Committee is exploring the feasibility of raising funds to build this Youth Center, which, would be made possible through the structure of an East St. Louis Community Foundation. I am totally supportive of your efforts but want to make it perfectly clear that this project is truly independent of the City of East St. Louis or any other Federal or State government agency. As I understand it, the Youth Center would be run by an independent board that would be true stewards of monies collected and in administering the Youth Center. I further understand that as Mayor I would be able to appoint representation to the board. Furthermore, as this project is in the very early planning stages, I understand it must be held in strict confidence at this time. I will certainly respect your wishes in this regard. Wishing you much success! Sincerely, Gordon D. Bush Mayor GDB:tmg 301 E. Broadway Avenue East St. Louis, IL 62201 (618) 482-6600 Fax: (618) 482-6629 DSW 138055 STLCOPCB4038012 By-laws of EAST ST- LOUIS YOUTH CENTER FOUNDATION (Hereinafter the "corporation") ARTICLE 1 NAME: The name of the corporation is EAST ST. LOUIS YOUTH CENTER FOUNDATION ARTICLE 2 PURPOSES: The purposes for which the corporation is formed are those set forth in its Articles of Incorporation, as from time to time amended. OBJECTIVES: The objectives of the foundation are: 2.1 To provide leadership to the East St. Louis area community by defining appropriate directions for religious, educational and charitable needs of the community. 2.2 To further the religious, educational and charitable needs of the East St. Louis area community by soliciting funds for such purposes. 2.3 To receive and administer funds for religious, educational and charitable purposes for the benefit of the East St. Louis area community. 2.4 To do and perform such acts as may be necessary or appropriate for carrying out the foregoing purposes of the foundation and in connection therewith to exercise any of the powers granted to not-for-profit corporations by Illinois State Corporate Laws. ARTICLE 3 BASIC POLICIES: The following are basic policies of the corporation. 3.1 The corporation shall be noncommercial, nonsectarian and nonpartisan. . 3.2 The name of the corporation or the names of any directors in their official capacities shall not be used in any connection with a commercial concern or with any partisan interest or for any purpose not appropriately related to promotion of the objects of the corporation. In addition, the names of any director shall not be used outside the internal activities of the corporation without the director's consent. 3.3 The corporation' shall operate for the long-term benefit of the East St. Louis, Illinois area. DSW 138056 STLCOPCB4038013 3.4 The corporation may cooperate with other organizations and agencies concerned with improving the quality of life in the East St. Louis, Illinois area. 3.5 The corporation shall perform its charitable works without regard to race, color, creed, sex, age or national origin. ARTICLE 4 ACTIVITIES OF THE FOUNDATION: The foundation shall be restricted to activities of a religious, charitable, educational- - -- and social nature consistent with the purposes of the foundation, within the meaning of Section 501(c)(3) of the Internal Revenue Code. No part of the assets of the foundation shall inure to the benefit of any private person or private organization. No part of the activities of the foundation shall be the carrying on, promotion of or otherwise attempting to influence legislation. The. foundation shall not participate in or intervene in or publish or distribute statements in any political campaign on behalf of any candidate for public office. ' ARTICLE 5 BOARD OF DIRECTORS: 5.1 Composition. The Board of Directors shall consist of not less than five (5) nor more than Eighteen (18) persons. Each member of the Board shall serve until the end of such Director's elected or appointed term and until the Director's successor shall have been elected or appointed and qualified. 5.2 Qualifications. Directors must meet the following minimum qualifications: A. Resident or non-resident of East St. Louis but preference given to at least one representative chosen as follows: 1. One recommended by Mayor of East St. Louis and subject to approval of Board of Directors. B. Be independent, both in fact and perception, of any government or other nonprofit influence. . C. Be knowledgeable of the charitable, benevolent, civic, moral, recreational, educational and health needs of the East St. Louis area. - D. Be representative of the various interests, constituencies and groups that make up the community. ' 5.3 Term of Office.. Directors shall assume office at the close of the annual (or special) meeting at which their 2- - DSW 138057 STLCOPCB4038014 appointment is declared and shall serve for three (3) years except for the organizing Directors whose terms are as follows: One-Third terms One-Third terms One-Third terms 1 year 2 years 3 years . A person shall not be eligible to serve more than three (3) consecutive terms as a Director. A person may be re-elected to the Board after the lapse of one (1) year. 5.4 Selection of Directors. Directors shall be elected at the annual meeting of the Board of Directors by an affirmative vote of the Directors present. ; 5.5 Duties. The duties of the Board of Directors shall be {i)' to transact necessary business of the corporation; (ii) to create standing and special committees; (iii) to approve the plans of work of the standing and special committees; <iv) to prepare and amend an annual budget for the fiscal year; and, (v) to approve routine bills within the limits of the budget. 5.6 Meetings. The annual meeting of the Board shall be held on . Regular meetings of the Board may be held upon such notice, as the Board of Directors shall from time to time determine. Special meetings of the Board may be called by the President or by two (2) or more of the members of the Board. 5.7 Notice. Notice of all meetings of Directors shall be in writing and shall state the place, date and hour of the meeting, and, unless it is an annual meeting, indicate that it is being issued by or at the direction of the person or persons calling the meeting. Notice of any meetings shall be given personally or by U.S. First class mail or by a commercial delivery service. Any such notice shall be given not less than five (5) nor more than thirty (30) days before the date of the meeting. 5.8 Minutes. The minutes of the annual or any special meeting of the Directors shall be read and approved at the next succeeding meeting of the Directors; the reading of such minutes may be waived if distributed to the Directors in written form at or prior to the meeting. 5.9 Quorum and Proxies. A majority of the members of the Board shall constitute a quorum at any meeting of the Board of Directors. No vote or authority by proxy shall be permitted. The vote of a majority of the votes entitled to be cast by the members present at a meeting at which a quorum is present is necessary for the adoption of any matter voted on by the members, unless a greater proportion is required by the General Not-for-ProfitCorporation Act, the Articles of Incorporation of this corporation or any provision of these By-laws. -' -3- DSW 138058 STLCOPCB4038015 5.10 Chairman of the* Board. The President of the corporation shall serve as the Chairman of the Board of Directors: 5.11 Vacancies. Any vacancies on the Board of Directors may be filled until the next succeeding annual election by the affirmative vote of the Directors present at any regular or special meeting of the Board of Directors. 5.12 Removals. Relocating from the East St. Louis, Illinois geographical area and/or failure to attend three (3) consecutive meetings of the Board of Directors without excuse' satisfactory to the Board shall operate as an accepted resignation. ARTICLE 6 OFFICERS: 6.1 Composition. The officers of the corporation shall consist of a President, a Vice President, a Secretary and a ,, Treasurer. 6.2 Election. Officers shall be elected annually at the annual meeting of the Board of Directors. 6.3 Combination of Offices. At the direction of the Board of Directors, one person may hold the offices of Secretary and Treasurer. 6.4 Term. Officers shall assume their official duties following the close of the annual meeting and shall serve for a term of one (1) year and until the election and qualification of their successors. 6.5 Removal. Any officer elected or appointed to office may be removed by the persons authorized under these Bylaws to elect or appoint such officers whenever in their judgment the best interests of this corporation will be served. 6.6 Vacancy. A vacancy occurring in any office shall be filled for the unexpired term by an appointment of the Board of Directors at any regular or special meeting of the Board. ARTICLE 7 DUTIES OF OFFICERS: _ 7.1 President. The President shall preside at all meetings of the corporation and the Board of Directors at which the President may be present; shall perform such other duties as may be prescribed in these By-Laws or assigned to the President by the : Board of Directors; and shall coordinate the work of the officers and committees of the corporation in order that the corporation's purposes may be promoted. - STLCOPCB4038016 7.2 Vice President. The Vice President shall act as aide to the President and shall perform the duties of the President in the absence or disability of that officer to act. The Vice President shall perform such other duties as the Board of Directors may assign from time to time. 7.3 Secretary. The Secretary shall record and keep a complete record of the minutes of all meetings of the Board of Directors and the Executive Committee; and shall perform such other duties as may be delegated to the Secretary by the Board of Directors from time to time. The secretary shall keep a complete list of the names and addresses of all Directors ' of this corporation and shall be responsible for mailing all notices to the Board members. . --* 7.4 Treasurer. The Treasurer shall have custody of all of thte funds of the corporation; shall keep a full and accurate account of receipts and expenditures; and shall make disbursements in accordance with the approved budget as authorized by the Board of Directors or the Executive Committee. The Treasurer shall present a financial statement at the annual meeting of the Board of Directors and at other times when requested by the Board of Directors. The Treasurer shall be responsible for the maintenance of such books of account and records as conform to the requirements of the By-Laws. The Treasurer's accounts shall be examined annually by an auditing committee appointed by the Board each year prior to the annual meeting; such committee shall file its report at the annual meeting. 7-5 Duties. All officers shall (i) perform the duties prescribed in the parliamentary authority in addition to those outlined in these By-Laws and those assigned from time to time and (ii) deliver to their successors all official material not later than ten (10) days following the election of their successors. ARTICLE 8 COMMITTEES: 8.1 The Board of Directors may create such standing and special committees as it may deem necessary to promote the purposes and carry on the work of the corporation. The chairman of each such committee (except the Executive Committee) shall be designated by the President. All committee appointments shall be. for a term ending at the next annual meeting of the Board of Directors or until the appointmeiit of a successor, whichever later occurs. 8.2 The chairman of each standing and special committee shall present a plan of work to the Board of Directors for approval. No committee work shall be undertaken without the consent of the Board. '' 8.3 Meetings. Committees shall meet at the cair'tif the chairperson of the committee at- such place as the chairperson shall -5- DSw 138060 STLCOPCB4038017 designate after reasonable notice has been given to each committee member. Each committee shall keep minutes of its proceedings and shall make a written report to the Board of Directors of its actions within a reasonable time subsequent thereto. 8.4 Quorum. A majority of the members of a committee shall constitute a quorum and any transaction of a committee shall require a majority of the quorum present at any meeting. Each member of a committee shall be entitled to one (1) vote. 8.5 The President shall be a member ex officio of all-- committees except the nominating committee. 8.6 Executive Committee. The Board of Directors shall have a standing Executive Committee composed of the President, Vice President, Secretary, Treasurer and any other members of the Board as may be selected by the president and approved by the Board from time to time. The President shall be the chairman of the Executive Committee. The Executive Committee shall meet not less than four (4) times during each fiscal year of the corporation; copies of ' minutes of all Executive Committee meetings shall be distributed to the members of the Board of Directors. The Executive Committee shall have and may exercise, when the Board of Directors is not in session, the powers of the Board of Directors in the management of the affairs of the corporation, except action in respect to election of officers or the filling of vacancies in the Board of Directors or committees created by the Board. Notwithstanding the foregoing, the Executive Committee shall not have the power to borrow money, mortgage, sell, transfer, encumber or assign any tangible property of the corporation. ARTICLE 9 OTHER: 9-1 Seal. The corporation shall adopt an official seal. 9.2 Compensation. Directors, officers and committee members shall serve the corporation without compensation, except with Board of Director or Executive Committee approval, such persons may be reimbursed reasonable expenses incurred in the performance of their duties and except as hereinafter stated. Nothing herein shall preclude a Director, officer or committee person from serving the corporation in any other capacity and receiving reasonable compensation for such services rendered, including payment for professional services if approved by the Board of Directors or Executive Committee. 9.3 Consent Action By Board. Any action required or permitted by the Articles of Incorporation, By-Laws or any provision of law, to be taken by the Board of Directors at a meeting, may be taken without a meeting, if a consent in Writing setting forth the action so taken shall be signed by all of the Directors then in office. DSW 138061 STLCOPCB4038018 9.4 Waiver. Whenever any notice is required to be given under the provisions of the Illinois Not for Profit Corporation Act or under the provisions of the Articles of Incorporation or the Bylaws of the foundation, a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. 9-5 Contracts. The Board of Directors may authorize any officer or officers, agent or agents to enter into any contract or execute and deliver any instrument in the name of and on .behalf o_f the corporation, and such authority may be general or confined to specific instances. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the corporation shall be signed by such officer or officers, agent or agents of the corporation and in such manner as shall from time to time be determined by resolution of the Board of Directors. _ .... 9.6 Corporate Depository. All funds of the corporationnot otherwise employed shall be deposited to the credit of the corporation in such financial institutions or other depositories as the Board of Directors or the Executive Committee may select, or as may be designated by an officer or officers or agent or agents of the corporation to whom such power may be delegated by the Board. 9-7 Gifts. The Board of Directors or any officer or officers or agent or agents of the corporation to whom such authority may be delegated by the Board may accept on behalf of the corporation any contribution, gift, bequest or devise for the general purposes of or any special purpose of the corporation. 9-9 Bonds. At the discretion of the Board of Directors, any director, officer or employee of the corporation shall be bonded. The expenses of furnishing any such bond shall be paid by the corporation. 9.10 Indemnification. Each director of the foundation now and hereafter in office and his/her heirs, executors and administrators, shall be indemnified by the foundation against all liabilities, costs, expenses and amounts, including counsel fees, reasonably incurred by or imposed upon him/her in connection with or resulting from any action, suit, proceeding or claim to which he/she may be made a party, or in which he/she may be or become involved by reason of his/her acts of omission or commission, or alleged acts or omissions as such director or officer, or subject to the provisions hereof, any settlement thereof, whether or not he/she continues to be such director or officer at the time of incurring such liabilities, costs, expenses or amounts; provided that such indemnification shall not apply to liabilities incurred with respect to any matter to which such director or officer shall' be finally adjudged in such action, suit or proceeding to have been individually guilty of willful misfeasance or malfeasance in the performance of his duty as such director or officer; and provided -7- DSW 138062 STLCOPCB4038019 further that the indemnification herein provided shall, with respect to any settlement of any such suit, action, proceeding or claim, include reimbursement of any amounts paid and expenses reasonably incurred in settling any such suit, action, proceeding or claim, when, in the judgment of the Board of Directors, such settlement and reimbursement appears to be for the best interest of the foundation. Indemnification pursuant to this Article shall be reduced by the amount of any other indemnification or reimbursement of such director or officer of the liability and expense to which indemnification is claimed. The foregoing right of indemnification shall be in addition to and not exclusive of any and all other rights to which any such director or officer may be entitled to under any statutes, bylaws, agreement or otherwise. _ 9.11 Dissolution. Upon termination, dissolution or winding up of this corporation in any manner or for any reason whatsoever and after payment of all the corporation liabilities, . its remaining assets, if any, 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 - federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be 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. 9.12 Loans. This corporation shall make no loans to its officers, directors or agents. 9-13 Inspection of Books and Records. All books and records of this corporation may be inspected by any director or his attorney for any purpose at any reasonable time. 9.14 Terminology. All references herein to the masculine shall include the feminine. Captions and headings of paragraphs, sections and articles are for ease of reference only and shall import no legal meaning. 9.15 Fiscal Year. The fiscal year of the corporation shall begin of each calendar year. ARTICLE 10 CREATION AND AMENDMENT: These By-Laws may be amended or repealed by any special, annual or regular meeting of the Board of Directors, providing notice of any such meeting to amend or repeal these By-Laws contains the text, or a summary thereof, of any such ; change. However, the Bylaws shall never be amended in any manner " that' might cause the foundation to lose its qualificatiost-as a charitable organization within.the meaning of Section 501(c)(3) of the Internal Revenue Code. -8 DSW 138063 STLCOPCB4038020 'j 3'JJ. File Number 5832-975-4 Thompson * Mitchell #1 Mercantile Center St- Louis, MO. 63101 j; i j-S i J *' J 3 J * J-*"" a::'3030r:;; 1148 i'J iJJ J J 7 7 : 5T 2 *01276523 S TA i c. .. 5 T. CL A If; C:..N*y 95 MAY 25 AH 3` 15 5r.a;_ , 3i*: 7"CC.^CT> /_ o*-' 3tate of Illinois fficc of 'Che ^ecretaru of 5tate Whereas ' ARTICLES 0? INCORPORATION OP EAST ST. LOUIS YOUTH CENTER FOUNDATION INCORPORATED UNDER THE LAWS OP THE STATE OP ILLINOIS HAVE BEEN I PILED IN THE OFFICE OP THE SECRETARY OF STATE AS PROVIDED BY THE l GENERAL NOT FOR PROFIT CORPORATION ACT OF ILLINOIS, IN FORCE JANUARY 1, A.D. 1987. Now Therefore, I, George H. Ryan, Secretary of State of the State of Illinois, by virtue of the powers vested in me by law, do hereby issue this certificate and attach hereto a copy of the Application of the aforesaid corporation. In 'Cestimong thereof, I hereto set my hand and cause to be affixed the Great Seal of the State of Illinois, at the City of Springfield, this ____ara------------------ day of may A.D. 19 9s and of the Independence of the United States the two hundred and 19th . C-212 I Secretary of State DSW 138064 >3 06/02/95 09:33 TX/RX NO.0321 P.002 STLCOPCB4038021 A/ticle 6. .DmE9 a AdDRCdcS OF tNCORPORA'i Js 3,^y 3030 1450 ' The undersigned incorpcrator{s) hereby deciare(s), under penalties of perjury, that the statements made in the foregoing Articles of Incorporation are true. Oated Wav 219 95 . SIGNATURES AND NAMES 1. .aha<3 , (/ L>ir^ HD 9. <"rt?cg Name (please print) 2 Signature POST OFFICE ADDRESS - 1. 6131 Iwslite Avenue Street St. T.ouia, MO 63136 City/Town 2. Street State Zip Name {please print) 3. signature City/Town Street State ' Zip Name (please print) City/Town State Zip Signature Street Name (please print) City/Town State Zip Signature Street Name (please print) City/Town State ZIP (Signatures must be in BLACK INK on originaldocument. Carton cccy, xerox orrubberstamp signatures mayonly fie used on trie true copy.) _ If a corporation acts as incorporator, the name of the corporation and the state of incorporation shall be shown and the execution shall be by its President or Vice-President anc verified.by him, and attested oy it3 Secretary or an Assistant Secretary. The registered agent cannot be the corporation itseif. The registerec agent may be an individual, resident in this State, ora domestic or foreign corporation, authorized to act as a registered agent. The registered office may be, but need not be, the same as its principal office. _ ...... A corporation which is to function as a club, as defined in Secticn"-3.24 of the 'Liquor Control Ac*.' of 1334, must insan in its purpose clause a statement that It will comply with the State and local laws and ordinances - relating to alcoholic liquors. FOR INSERTS - USE WHITE PAPER - SIZE 8 1/2x11 a H** P<a: 0o1 ocr*.* r- UL. azo Z 2 au. oeu. cn 1o3 -c3431 U. Orv Q o < uaE. z o toz < 5 cc acE. uz3 aO o zo t-- e aLU < co >-o-t 2 V u~ -r- ... ;,,jf co Ta5> 8 u. Ui CU?l 2_ t_2 dSJ <Nf tnowSS'S 1<" JCSD E2 --w S0t Si 3u IUf.l2lU! OiOZNN .O*J* o' O 5i z s ^ 3 O =i i cq e. E y- --* uj O E ui 3a fe|S S= (A 23 s w a: O ca, tu-- <E aUl o(4A3 * Ou*r*.fi 23 03 I'0 u. DSW 138065 06/02/95 09:33 TX/RX NO.0321 P.003 STLCOPCB4038022 rl i lhv'-T NpP-102.10 (Rav. Jan. 1995) ARTICLES OF INCORPORATION (Co Not Writ* m This Space) SUBMIT IN DUPLICATE Payment must be mads by Certified Chacx. Cashier's Check, fiifncis Attorneys Check. Illinois C.P.A.'s Checx cr Money Order, cayabla to `Sec retary of State. ` DO NCT SEND CASH! Cats S' * $~ "T ~S~ Filing Fee SS0Approved -------------^L-- i O: GEORGE H. RYAN. Secretary of State Pursuant :o the previsions of "The General Net For Profit Ccrooraticn Ac: of 1906. * `.ha undersigned ir.ccrporatcr(s) hareoy adapt the fallowing Articles of Incorporation. Article 1. The name of the corporation ;s: East St. Louis Youth Center Foundation- Articie 2: The name and address cf the initial registered agan: and registered office are: Registered Agent ga.rrRT.1--------------------- CaaurJ.e.q-- j Firs; Name Middle Name Registered Office West Main Street Numcer Belleville Street " IL 62222 City Zip CCC9 Ri_easul Ntearm--e (Do Not Use P.O. Sox) St. Clair County Arficie 3: The first Soarti of O/rectcrs shaff de Foujt in number, their names and residential addresses being as follows: (Not less than three) Director's Names Number Street Address City State Ralph Korte 2325 Park Hill Drive Highland IL 62249 Martin Mathews 9121 Lewis & Clark Boulevard St. Louis MO 63136 Linda Jones 6131 Lalite Avenue St. Louis MO 63136 Louis Tieman ............................. a -- Linden Drive - ....................- - . . Shiloh IL 62221 --------- ... The corporation is organized Article 4. The ourposas for which the ccrboration is organized are: exclusively for charitable , recreational, cultural, and educational purposes, including for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501(c)(3) of the Internal Revenue Code or the corresponding section(s) of any future tax code. This corporation is authorized, among other things, to accept, hold, administer, invest ar. disperse such funds or properties as may from time to time be given to it by any person, firm or corporation; to receive gifts and make financial a other types of contributions and assistance for the benefit of the youths of the East St. Louis community and its surrounding communities and to develop and operate a center fpr the assistance and bepfit of said Y^utf. ' Is this corporation aCiCoonnccoommininuummA- ssociation as estaai'sr.ec under .na concom.nium riCperty ^ct. Q Yss QQCNo (Check one) Is this corporation a Cooperative Housing Corporation as defined in Section 216 of the Interr.ai Revenue Code cf 1954? ' CHYes GStto (Chacx one) is this a Homeowner's Association whicn administers a commcr-nteres; community as defined in subsection (c) of Section 9-1C2 cf the code cf Civil Procedure? Lv2s 4eXc : ..." Ar.ic:a 5. - Other provisions (please use sacarate page): DSW 138066 06/02/35 09:33 TX/RX NO.0321 P.004 | STLCOPCB4038023 Sustainability project in East St. Louis Draft proposal -- 8/2/95 Background: East St. Louis is a very impoverished area on the east side of the Mississippi from downtown St. Louis. In this area*: - 22 abandoned waste sites have been identified; ~ 42 percent of the residents are jobless; - 43 percent are on public assistance; - 73 percent are on welfare. - The population is 40,000. Ninety-nine percent of residents are African-American. -- According to one resident, "people haven't given up hope, but the city has a long way to go." * (Statistics provided by ESL's Rev. Buck Jones to Monsanto Corporate Social Responsibility Committee) The biggest community need, as identified by one community leader, is hope and the best ways to generate hope is through jobs (economic development) and organized youth activities (community center). Opportunities: Monsanto operates a manufacturing facility in Sauget, 111. just south of East St. Louis. The plant has been involved in a number of activities over the years to try to reinvigorate the area both economically and socially. Activities have included Junior Achievement, the Bakari Institute (helps struggling kids stay in school), Operation New Spirit (urban gardening centers, housing demolitions and general cleanup). Great opportunity exists to play a major role in helping the community improve its infrastructure, inspire hope in children, encourage new business, and improve health care. In doing so, Monsanto would strengthen the goodwill between the East St. Louis community and the Krammrich plant. On a larger scale, Monsanto Company, a Fortune 100 corporation could "adopt" this struggling community and, in line with our sustainability commitment, help improve their quality of life. Monsanto Role: Fund creation of a community center for youth activities in East St. Louis. Two efforts are underway. Mayor Gordon Bush identified a youth center as one of his campaign promises in his first election (currently serving a second term). He is still very interested although hasn't done much. Another effort involves Jackie Joyner Kersey's attempts, with support from 7-Up, Anheuser Busch and Bob Costas, to build a national Olympic training facility in East St. Louis which would put ESL on the map, create jobs, and create facilities which local youth could use during off hours. Interaction programs between the athletes and ESL youth would also be possible to help inspire hope. Unfortunately, at this stage, the mayor and Kersey are not working together and may be getting in the way of either one moving ahead. DSM 138067 STLCOPCB4038024 The second opportunity is to foster economic development and job creation by first funding a study by nationally renowned urban planners who can look at what it would take to attract jobs to East St. Louis, and identify specific impediments, real and perceived, to development. Beyond funding the study, Monsanto may then choose to undertake one or more of the recommendations that are within our capability to fulfill (ex: we can't create enterprise zones, but if enterprise zones are created, we may be able to locate a fledgling business there. Other examples could involve providing marketing expertise to gear up the ESL Chamber of Commerce to try to attract outside businesses to the area.) Benefits: Right to operate protected; charges of environmental justice less likely; if program is successful, this could become a model for corporate/community interaction. Risks: The political situation in East St. Louis is very volatile. It is possible that our best efforts to improve the community may be hamstrung by personalities who want to claim credit for themselves and thereby hamper cooperative efforts. Potential Partners: Any activity would have to be community based and therefore, closely involve city officials, local businesspersons, and citizens. In addition, if we decide to support the Jackie Joyner Kersey Olympic training center, our partners would be Kersey, Costas, 7Up and Anheuser-Busch along with the city officials. Resources Needed: Funding and a person to manage the effort would be needed for either project. 0SW 138068 STLCOPCB4038025