Charter Preamble

Charter Preamble

We, the members of this organization, being regularly engaged in buying and selling of grain and mill products, and the manufacturing of commercial feed, recognizing the necessity of an Association of the grain and feed dealers of the State of Texas, do hereby associate ourselves into an organization, the object of which shall be to promote uniformity in the customs and usages of those engaged in our trade; to inculcate principles of justice and equity in business; to facilitate the speedy adjustment of business disputes; to insure confidence in the business methods and integrity of the members of this organization; to collect and disseminate valuable commercial and economic information; to promote the general welfare of the dealers in grain, mill products, and feeds in this State, and for the furtherance of these objects and purposes we hereby create and establish these Articles of Incorporation, Constitution and By-Laws.

AMENDED AND RESTATED ARTICLES OF INCORPORATION
Texas Grain and Feed Association, a Texas nonprofit corporation subject to the Texas Nonprofit Corporation Act, has adopted these Amended and Restated Articles of Incorporation.  These Amended and Restated Articles accurately copy the Articles of Incorporation and prior amendments, and also include further amendments described in Article III.

ARTICLE ONE
Procedure of Adopting the Amendment
The Amended and Restated Articles of Incorporation were adopted by vote of the Board of Directors on April 17, 2007, as permitted by Article 1396-4.02A, Texas Nonprofit Corporation Act.

ARTICLE TWO
Amended and Restated Articles
The Articles of Incorporation (Charter) and all prior amendments are superseded by the Amended and Restated Articles of Incorporation set forth in Exhibit “A” attached.

ARTICLE THREE
Amendment of Articles of Incorporation
The Amended and Restated Articles of Incorporation include amendments to Articles One, Two, Three, Four, Five, Six, and Seven of the Articles of Incorporation (Charter) as amended, all as contained in the Amended and Restated Articles of Incorporation set forth in Exhibit “A” attached.  The Amended and Restated Articles of Incorporation contain no other change except as permitted by Article 1396-4.06C(2), Texas Nonprofit Corporation Act.
Dated this 18th day of April 17, 2007.

EXHIBIT “A”
ARTICLE ONE
The name of the corporation is Texas Grain and Feed Association.

ARTICLE TWO
The corporation is a non-profit corporation.

ARTICLE THREE
The period of its duration is perpetual.

ARTICLE FOUR
The purposes of this corporation shall be to foster the interest of its members and those related to the grain and feed industry by common business interest; to provide and maintain suitable rooms for the conduct of its business, and to establish and maintain uniformity and equity in the customs, usages and practices of the industry; to acquire, preserve and disseminate valuable business information; to promote a more enlarged and friendly intercourse among those in and associated with the industry; and generally to promote the interest of trade and increase the facilities of commercial transactions.  The corporation may transact any and all lawful business.

ARTICLE FIVE
The address of its registered office is 1701 River Run, Suite 802, Fort Worth, Texas 76107, and the name of its registered agent at that address is Robert L. Braden.

ARTICLE SIX
Management of the affairs of the corporation is vested in its Board of Directors.

ARTICLE SEVEN
The number of directors is fixed by the By-Laws.  The present number of directors is twelve (12) and the names and addresses of the persons who are now serving as directors are:

• Mr. Paul Mostyn, 2001 Timberloch Place Suite 400, The Woodlands, Texas 77380
• Mr. Everett Lowe, PO Box 1112, Bryan, Texas 77806
• Mr. Eric Kelley, 9151 Highland Springs Dr, Amarillo, Texas 79119
• Mr. Tyler Rossi, 2102 Waurika Freeway, Wichita Falls, Texas 76305

• Ms. Emily Ashe, 18001 W 106^th St Suite 300, Olathe, Kansas 66061

• Mr. Bryce Thomas, 3101 S. IH 27, Plainview, Texas, 79072
• Mr. Blaine Rotramel, PO Box 630009 Nacogdoches, Texas 75963
• Mr. Darrell Faircloth, 2650 Lou Menk Drive, Fort Worth, Texas 76131
• Ms. Karen Carmichael, 659 Andover St, Lawrence, Massachusetts 01843
• Mr. Brandon Ralston, PO Box 850, Comanche, Texas 76442
• Mr. Dustin Owen, PO Box 31, Taylor, Texas 76574
• Mr. Landon Hertel, 8500 Bluffstone Cove, Suite B201, Austin, Texas 78759