Received By NSD/FARA Registration Unit 2/26/2018 1:55:00 AM MISCELLANEOUS PROVISIONS OF ARTICLES OF INCORPORATION FOR ALLIANCE OF PATRIOTS FOR THE REFOUNDATION OF CONGO The undersigned natural person, Mwabilu L. Ngoyi, citizen of the United .States of the age of at least eighteen years, acting as incorporator of Alliance of Patriots for the Refoundation of Congo (hereinafter called the “Corporation”), adopts the following Miscellaneous Provisions of Articles of Incorporation for such Corporation pursuant to the District of Columbia Nonprofit Corporation Act (D.C. Code, Title 29, Chapter 4): SECTION 1. ABBREVIATED NAME The abbreviated name of the Corporation is “APARECO.” SECTION 2. MEMBERS The Corporation shah have one class of.members as provided in the Bylaws and pursuant to the District of Columbia Nonprofit Corporation Act. SECTION 3. DURATION/DISSOLUTION The period of duration of the Corporation shall be perpetual or until such time as the Board of Directors shall adopt a resolution recommending that the Corporation be dissolved pursuant to the District of Columbia Nonprofit Corporation Act. UpOn dissolution of the Corporation, the Board of Directors shall: A. pay or make provision for the payment of all of the Corporation’s liabilities; B. return, transfer, or convey (or make provision therefor) all assets held by the Corporation upon condition requiring such return, transfer, or conveyance in the event of dissolution of the Corporation; and C. distribute any remaining assets and property of the Corporation to such organizations operated exclusively for charitable or educational purposes as shall at the time qualify as an exempt organization under section 501(c)(3) of the Internal Revenue Code (hereinafter referred to as the “Code”) or 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 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. Received By NSD/FARA Registration Unit 2/26/2018 1:55:00 AM Received By NSD/FARA Registration Unit 2/26/2018 1:55:00 AM SECTION 4. PURPOSES The Corporation is organized exclusively for charitable, scientific and educational purposes within the mealing of Section 501 (c) (3) of the Code, and shal l engage exclusively in such activities as to enable it to qualify for exemption from federal income tax under Section 501(c) (3) of the Code. More specifically, such purposes include, but are not limited to, the following: A. to mobilize the resources to eradicate illiteracy and provide assistance to the needy; B. to form a broad-based coalition dedicated to increase public awareness to the plight of the Congolese people; C. to support and conduct research, education, and informational activities to understand the Democratic Republic of Congo strategically and create an impetus to bring about a paradigm shift toward democratic governance and accountability; and D. to do any and all lawful acts that may be necessary, useful, suitable, or proper for the furtherance or accomplishment of the purposes of the Corporation. In furtherance of the above and other related purposes, the Corporation shall have the power to exercise all power and authority granted to it under the District of Columbia Nonprofit Corporation Act, or otherwise, including, but not limited to, the power to (i) accept donations of money or property, whether real or personal, or any interest therein, wherever situated, (ii) maintain control and discretion over the use of funds received by the Corporation, and (iii) monitor the use of funds made available by the Corporation to assure that the funds are used in conformity with the intended purposes. SECTION 5. AMENDMENTS TO ARTICLES OF INCORPORATION This Corporation reserves the right to amend or repeal, by affirmative vote of a majority of the members of its Board of Directors, any of the provisions contained in these Articles of Incorporation. SECTION 6. BOARD OF DIRECTORS The affairs of the Corporation shall be managed by its Board Of Directors. The Board of Directors shall have all powers necessary or appropriate for the administration of the affairs of the Corporation and may perform all acts in furtherance thereof as are not forbidden to the Directors by law, these Articles of Incorporation, or the Bylaws. No director shall have any right, title, or interest in or to any property of the Corporation. The manner of election or appointment of the Board of Directors shall be as provided in the Bylaws of the Corporation. The number of members of the Board of Directors shall be set in the manner provided in the Bylaws, but in no event, shall there be fewer than three (3) Received By NSD/FARA Registration Unit 2/26/2018 1:55:00 AM Received By NSD/FARA Registration Unit 2/26/2018 1:55:00 AM Directors. The names and addresses ofthe initial Directors who shall act until the first meeting or until their successors are duly chosen and quality are: Mwabilu L. Ngoyi, 2318 16th St SE Apt 5, Washington, DC 20020-4315 Nkiambi Jean Lema, 228 East 25th St, Baltimore, \1D 21218 Kanya Mukoko, 2414 Coneflower Drive, Charlotte, NC 28213 Ibobo Yebobela Boliko, 14897 E Wesley Ave., Aurora, CO 80014 SECTION 7. BYLAWS The internal affairs ofthe Corporation shall be regulated by the Bylaws, and the Board of Directors shall supervise the management of the business and affairs of the Corporation in accordance with the Bylaws. In any case of Bylaws conflicts with these Articles of Incorporation, then the Articles of Incorporation shall be controlling. The initial Bylaws shall be adopted by the Board of Directors hereinafter named. The power to amend or repeal the Bylaws shall be provided for in the Bylaws.’ SECTION 8. LIMITATION ON PERSONAL LIABILITY The personal liabil ity of the Directors of the Corporation is hereby eliminated to the fullest extent permitted by the District of Columbia Nonprofit Corporation Act, as the same exists or may hereafter be amended. No amendment or repeal of this paragraph shall apply to or have any effect on the liability or alleged liability of any Director of the Corporation for or with respect to any act or omission on the part of such Director occurring prior to such amendment or repeal. ' The private property, both real and personal, of the members of the Board of Directors and the officers of the Corporation shall not be subject to the payment of corporate debts to any extent whatsoever. SECTION 9. INDEMNIFICATION The Corporation shall indemnify its Directors, officers, employees, and agents to the fullest extent permitted by the District of Columbia Nonprofit Corporation Act, as the same exists or may hereafter be amended. SECTION 10. TAX EXEMPTION REQUIREMENTS At all times, notwithstanding merger, consolidation, reorganization, termination, dissolution, or Received By NSD/FARA Registration Unit 2/26/2018 1:55:00 AM Received By NSD/FARA Registration Unit 2/26/2018 1:55:00 AM winding up of the Corporation, voluntary or involuntary or by operation of law, and notwithstanding any other provision of these Articles: A. pursuant to the prohibition contained in Code Section 501(c) (3), no part of the net earnings o f the Corporation shall ever inure to the benefit of or be distributable to its members, Directors, 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 set forth in Article V, Section 2, above; B. no substantial part of the activities of the Corporation shall constitute the carrying on of propaganda or otherwise attempting to influence legislation, or any initiative or referendum before the public, and the Corporation shall not participate in, or intervene in (including by publication or distribution of statement), any political campaign on behalf of, or in opposition to, any candidate for public office; C. notwithstanding any other provisions of this document, the Corporation shall not carry on. any other activities not permitted to be carried on by an organization exempt from federal income tax under Section 501(c) (3) of the Internal Revenue Code or corresponding section of any future federal tax code, or by an organization, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code, or corresponding section of any future federal tax code. SECTION II. DEFINITIONS As used in these Articles, the term “Internal Revenue Code” means the United States Internal Revenue Code of 1986, as amended, and a reference to a provision of that Code shall be deemed to indicate the corresponding provision of any future United States Internal Revenue law. INCORPORATOR’S NAME. TITLE. AND ADDRESS IN WITNESS WHEREOF, I, Mwabilu L. Ngoyi, the undersigned, have hereunto subscribed my name for the purpose of forming Alliance of Patriots for the Refoundation of Congo pursuant to the District of Columbia Nonprofit Corporation Act (D.C. Code, Title 29, Chapter 4) and certify I executed these Miscellaneous Provisions of Articles of Iricorpofatioh this December 2, 2017. / Incorporator’s Signature; Incorporator’s Title: COO Address: 2318 16th St. SE Apt 5. Washington. DC 20020-4315 Received By NSD/FARA Registration Unit 2/26/2018 1:55:00 AM