INTERNAL REVENUE SERVICE P. 0. BOX 2508 CINCINNATI, OH 45201 Date: APR 17 2019 URBAN REVITALIZATION COALITION INC 3128 MAYFIELD RD CLEVELAND HEIGHTS, OH 44118 Dear Applicant: DEPARTMENT OF THE TREASURY Employer Identification Number: 82-1952477 DLN: 17053253302018 Contact Person: JASON SAMMONS Contact Telephone Number: (877) 829-5500 Accounting Period Ending: December 31 Public Charity Status: . Form Required: Yes Effective Date of Exemption: July 10, 2017 Contribution Deductibility: Yes Addendum Applies: No 31616 We're p1eased.to tell you we determined you're exempt from federal income tax under Internal Revenue Code (IRC) Section 501(c)(3). Donors can deduct contributions they make to you under IRC Section 170. You're also qualified to receive tax deductible bequests, devises, transfers or gifts under Section 2055, 2106, or 2522. This letter could help resolve questions on your exempt status. Please keep it for your records. Organizations exempt under IRC Section further classified as either public charities or private foundations. We determined you're a public charity under the IRC Section listed at the top of this letter. If we indicated at the top of this letter that you're required to file Form our records show you're required to file an annual information return (Form 990 or Form or electronic notice {Form the e?Postcard). If you don't file a required return or notice for three consecutive years, your exempt status will be automatically revoked. If we indicated at the top of this letter that an addendum applies, the enclosed addendum is an integral part of this letter. For important information about your responsibilities as a tax-exempt organization, go to Enter in the search bar to view Publication 4221-PC, Compliance Guide for 501(c)(3) Public Charities, which describes your recordkeeping, reporting, and disclosure requirements. Letter 947 INTERNAL REVENUE SERVICE DEPARTMENT OF THE TREASURY P. 0. BOX 2508 CINCINNATI. OH 45201 Employer Identification Number: Date: 82?1952477 APR I 7 2019 pm: 17053253302018 URBAN REVITALIZATION COALITION INC Contact Person: 3128 MAYFIELD RD JASON SAMMONS 31616 CLEVELAND HEIGHTS. OH 44118 Contact Telephone Number: (877) 829?5500 Accounting Period Ending: December 31 Public Charity Status: Form Required: Yes Effective Date of Exemption: July 10, 2017 Contribution Deductibility: Yes Addendum Applies: No Dear Applicant: We're pleased to tell you we determined you're exempt from federal income tax under Internal Revenue Code (IRC) Section 501(c)(3). Donors can deduct contributions they make to you under IRC Section 170. You're also qualified. to receive tax deductible bequests, devises. transfers or gifts under Section 2055. 2106, or 2522. This letter could help resolve questions on your exempt status. Please keep it for your records. Organizations exempt under IRC Section 501(c)(3) are further classified as either public charities or private foundations. We determined you're a public charity under the IRC Section listed at the top of this letter. If we indicated at the top of this letter that you're required to file Form our records show you're required to file an annual information return (Form 990 or Form 990-EZ) or electronic notice (Form 990-N, the e-Postcard). If you don?t file a required return or notice for three consecutive years, yOur exempt status will be automatically revoked. If we indicated at the top of this letter that an addendum applies, the enclosed addendum is an integral part of this letter. For important information about your reSponsibilities as a tax-exempt organization. go to Enter in the search bar to view Publication 4221-PC, Compliance Guide for 501(c)(3) Public Charities. which describes your recordkeeping. reporting. and disclosure requirements. Letter 94? URBAN REVITALIZATI ON COALITION INC -2- Sincerely, Director, Exempt Organizations Rulings and Agreements Letter947 .. Form 1023 Checklist (Revised December 2017) Application for Recognition of Exemption under Section 501(c)(3) of the Internal Revenue Code Note: Retain a copy of the completed Form 1023 in your permanent records. Refer to the General instructions regarding Public Inspection of approved applications. Check each box to finish your application (Form 1023). Send this completed Checklist with your filled-in application. If you have not answered all the items below, your application may be returned to you as incomplete. [{Assemble the application and materials in this order. - Form 1023 Checklist Form 2848, Power of Attorney and Declaration of Representative (if filing) 0 Form 8821. Tax information Authoritation (if filing] 0 Expedite request (if requesting) Application (Form 1023 and Schedules A through H. as required} 0 Articles of organization - Amendments to articles of organization in chronological order 0 Bylaws or other rules of operation and amendments 0 Documentation of nondiscriminatory policy for schools. as required by Schedule - Form 5768. ElectionZRevocation of Election by an Eligible Section 501(c)(3) Organization To Make Expenditures To influence Legislation (if filing) - All other attachments. including explanations. financial data, and printed materials or publications. Label each page with name and EIN. {Jser fee payment placed in envelope on top of checklist. DO NOT STAPLE or otherwise attach your check or money order to your application. Instead. just place it in the envelope. El Employer Identification Number (EiNi Completed Parts I through XI of the application, including any requested information and any required Schedules A through H. - You must provide specific. details about your past. present, and planned activities. - Generalizations or failure to answer questions in the Form 1023 application will prevent us from recognizing you as tax exempt. - Describe your purposes and proposed activities in specific easily understood terms. it Financial information should correspond with proposed activities. Bf Schedules. Submit only those schedules that apply to you and check either "Yes" or ?No" below. ScheduIeE No/ Schedule A Yes No Schedule Yes No Schedule Yes No Schedule Yes No Schedule Yes No Schedule 0 Yes No Schedule Yes No An exact copy of your complete articles of organization (creating document]. Absence of the proper purpose and dissolution clauses is the number one reason for delays in the issuance of determination letters. 0 Location of Purpose Clause from Part line 1 (Page. Article and Paragraph Number] - Location of Dissolution Clause from Part Iii. line 2b or 2c (Page. Article and Paragraph Number) or by operation of state law E?ignature of an of?cer. director. trustee. or other official who is authorized to sign the application. - Signature at Part Xi of Form 1023. {fa/Your name on the application must be the same as your legal name as it appears in your articles of organization. Send completed Form 1023, user fee payment, and all other required information. to: Internal Revenue Service Attention: E0 Determination Letters Stop 31 - P.O. Box 12192 Covington, KY 41012-0192 If you are using express mail or a delivery service. send Form 1023, user fee payment, and attachments to: Internal Revenue Service Attention: E0 Determination Letters Stop 31 201 West Fiivercenter Boulevard Covington, KY 41011 1 023 (Rev. December 2017} Department at the Treasury internal Revenue Service Application for Recognition of Exemption Under Section 501(c)(3) of the Internal Revenue Code Iv Do not enter social security numbers on this form as it may be made public. it Go to 1023 for instructions and the latest information. 17053253302018 Note: It exempt status is approved, this . application will be open for public inspection. Use the to complete this application and fora definition of all hold items. For additional help, call Exempt Organizations Customer Account Services toll-free at 1-877-829-5500. Visit our website at for forms and publications. If the required information and documents are not submitted with payment of the appropriate user fee. the application may be returned to you. Attach additional sheets to this application it you need more space to answer fully. Put your name and on each sheet and identify each answer by Part and line number. Complete Parts I XI of Form 1023 and submit only those Schedules (A through H) that apply to you. Identification of Applicant 1 Full name of organization (exactly as it appears in your organizing document} URBAN REVITALIZATION COALITION. etc Name (if applicable) 3 Mailing address (Number and street) (see instructions) 3128 May?eid Road FtoomiSuite Employer identification Number (EIN) City or town. state or country. and ZIP 4 Cleveland Heights. OH 44118 Month the annual accounting period ends (01 12] 12 Kareem Lanier 7 Primary contact (officer. director. trustee. or authorized representative) a Name: Phone: Fax: (optional) Are you represented by an authorized representative. such as an attorney or accountant? If "Yes." provide the authorized representative?s name. and the name and address of the authorized representative's firm. Include a completed Form 2848. Power of Attorney and Deciaration of Representative. with your application if you would like us to communicate with your representative. Yes No Was a person who is not one of your officers. directors. trustees. employees. or an authorized representative listed in line 7. paid. or promised payment. to help plan. manage. or advise you about the structure or activities of your organization. or about your ?nancial or tax matters? If "Yes." provide the person?s name. the name and address of the person?s firm, the amounts paid or promised to be paid. and describe that person?s role. Yes No 98 1O Organization?s website: Organization's email: [Optional] klanier@urcamerica.com Certain organizations are not required to file an information return (Form 990 or Form 990-EZ). It you are granted tax-exemption. are you claiming to be excused from filing Form 990 or Form If ?Yes." explain. See the instructions for a description of organizations not required to file Form 990 or Form QQO-EZ. Yes No 11 12 Date incorporated it a corporation. or formed. it other than a corporation. Were you formed under the laws of a foreign country? If "Yes." state the country. {Mwooxwm 0? Am"! Yes No For Paperwork Reduction Act Notice, see Instructions. Cat. No. 17133K Form 1023 {name-2017} 17152018253001 .. . POSTMARK a 9 so are REGENED 53 0907231: CENTER Form 1023 (Rev. 12-2017) Name: URBAN REVITALIZATION COALITION. EINI 824952477 Page 2 Organizational Structure You must be a corporation (including a limited liability company). an unincorporated association. or a trust to be tax exempt. See instructions. DO NOT file this form unless you can check ?Yes" on lines corporation? if ?Yes." attach a copy of your articles of incorporation showing codification of Yes No filing with the appropriate state agency. include copies of any amendments to your articles and be sure they also show state filing codification. 2 Are you a limited liability company If "Yes," attach a copy of your articles of organization showing Yes No certification of filing with the appropriate state agency. Also. if you adopted an operating agreement, attach a copy. Include copies of any amendments to your articles and be sure they show state filing certification. Refer to the instructions for circumstances when an LLC should not ?le its own exemption application. 3 Are you an unincorporated association? If ?Yes." attach a copy of your articles of association, BYes No constitution. or other similar organizing document that is dated and includes at least two signatures. Include signed and dated copies of any amendments. 4a Are you a trust? If "Yes," attach a signed and dated copy of your trust agreement. Include signed and [1 Yes No dated copies of any amendments. Have you been funded? If explain how you are formed without anything of value placed in trust. [3 Yes No 5 Have you adopted bylaws? If "Yes." attach a current copy showing date of adoption. If explain Yes No how your officers. directors. or trustees are selected. Required Provisions in Your Organizing_Document' The following questions are designed to ensure that when you file this application. your organizing document contains the required provisions to meet the organizational test under section 501(c)(3). Unless you can check the boxes in both lines -1 and 2, your organizing document does not meet the organizational test. NOT file this application until you have amended your organizing document. Submit your original and amended organizing documents (showing state filing codification if you are a corporation or an LLC) with your application. 2: 1 Section 501(c)(3) requires that your organizing document state your exempt purpose(s), such as charitable. religious, educational. andfor scienti?c purposes. Check the box to confirm that your organizing document meets this requirement. Describe specifically where your organizing document meets this requirement. such as a reference to a particular article or section in your organizing document. Refer to the instructions for exempt purpose language. Location of Purpose Clause (Page, Article. and Paragraph]: BYLAWS ARTICLE 1 SECTION 2 2a Section 501(c)(3) requires that upon dissolution of your organization. your remaining assets must be used exclusively IE, for exempt purposes. such as charitable. religious. educational. and/or scienti?c purposes. Check the box on line 2a to confirm that your organizing document meets this requirement by express provision for the distribution of assets upon dissolution. If you rely on state law for your dissolution provision, do not check the box on line 2a and go to line 2c. if you checked the box on line 2a. specify the location of your dissolution clause (Page. Article. and Paragraph). Do not complete line 2c if you checked box 2a. BYLAWS -ARTICLE VI 0 See the instructions for information about the operation of state law in your particular state. Check this box if you rely on operation of state law for your dissolution provision and indicate the state: DELAWARE Part IV Narrative Description of Your Activities Using an attachment, describe yourpast. present. and planned activities in a narrative. If you believe that you have already provided some of this information in response to other parts of this application. you may summarize that information here and refer to the speci?c parts of the application for supporting details. You may also attach representative copies of newsletters. brochures. or similar documents for supporting details to this narrative. Remember that if this application is approved. it will be open for public inspection. Therefore. your narrative description of activities should be thorough and accurate. Refer to the instructions for information that must be included in your description. Compensation and Other Financial Arrangements With Your Officers. Directors, Trustees. Employees, and Independent Contractors to List the names. titles. and mailing addresses of all of your of?cers. directors, and trustees. For each person listed. state their total annual compensation. or proposed compensation. for all services to the organization, whether as an of?cer. employee. or other position. Use actual ?gures. if available. Enter "none" if no compensation is or will be paid. If additional Space is needed. attach a separate sheet. Refer to the instructions for information on what to include as compensation. Compensation amount Name Title Mailing address actual or estimated) Form 1023 (Rev. 12-2017} Form 1023lFlav.12-2017} Name: URBAN REVITALIZATION COALITION EIN: 32.195247? Page 3 Compensation and Other Financial Arrangements With Your Officers. Directors. Trustees. Employees. and Independent Contractors (Continued) List the names. titles. and mailing addresses of each of your live highest compensated employees who receive or will receive compensation of more than $50,000 per year. Use the actual figure. it available. Refer to the instructions for information on. what to include as compensation. Do not include officers. directors. or trustees listed in line 1a. Compensation amount Name Title Mailing address {annual actual or estimated} 0 List the names. names of businesses. and mailing addresses of your five highest compensated independent contractors that receive or will receive compensation of more than $50,000 per year. Use the actual figure, if available. Refer to the instructions for information on what to include as compensation. Compensation amount Name Title Mailing address (annual actual or estimated) The following "Yes" or "No" questions relate to past. present. or planned relationships. transactions. or agreements with your officers. directors. trustees. highest compensated employees. and highest compensated independent contractors listed in lines 1ayour officers, directors. or trustees related to each other through family or business DYes No relationships? If ?Yes." identify the individuals and explain the relationship. Do you have a business relationship with any of your officers. directors. or trustees other than through El Yes No their position as an officer. director. or trustee? If "Yes," identify the individuals and describe the business relationship with each of your of?cers. directors. or trustees. Are any of your of?cers. directors. or trustees related to your highest compensated employees or highest Yes No compensated independent contractors listed on lines 1b or to through family or business relationships? If ?Yes." identify the individuals and explain the relationship. 3a For each of your officers. directors, trustees, highest compensated employees. and highest compensated independent contractors listed on lines 1a. to. or to, attach a list showing their name. qualifications. average hours worked. and duties. Do any of your officers. directors. trustees. highest compensated employees. and highest compensated Yes No independent contractors listed on lines 1a. 1b. or to receive compensation from any other organizations, whether tax exempt or taxable. that are related to you through common control? If "Yes." identify the individuals. explain the relationship between you and the other organization. and describe the compensation arrangement. 4 in establishing the compensation for your officers. directors. trustees. highest compensated employees. and highest compensated independent contractors listed on lines 13. 1b. and lo. the following practices are recommended. although they are not required to obtain exemption. Answer "Yes" to all the practices you use. a Do you or will the individuals that approve compensation arrangements follow a conflict of interest policywill you approve compensation arrangements in advance of paying compensation? Yes No Do you or will you document in writing the date and terms of approved compensation arrangements? El Yes No Form 1023 lFlev.12-2017) Form 1023 12-2017} N31119: URBAN REVITALIZATION INC El?: 824952477 Page 4 Compensation and Other Financial Arrangements With Your Officers, Directors, Trustees, Employees, and independent Contractors (Continued) Do you or will you record in writing the decision made by each individual who decided or voted on Yes No compensation arrangements? Do you or will you approve compensation arrangements based on information about compensation paid by Yes No similarly situated taxable or tax-exempt organizations for similar services. current compensation surveys compiled by independent firms. or actual written offers from similarly situated organizations? Refer to the instructions for Part V. lines 1a. lb, and to. for information on what to include as compensation. I Do you or will you record in writing both the information on which you relied to base your decision and its Yes No source? 9 If you answered ?No" to any item on lines 4a through 4f. describe how you set compensation that is reasonable for your of?cers. directors, trustees. highest compensated employees, and highest compensated independent contractors listed in Part V, lines 1a, 1b. and 1c. 53 Have you adopted a con?ict of interest policy consistent with the sample con?ict of interest policy in Yes No Appendix A to the instructions? if ?Yes.? provide a copy of the policy and explain how the policy has been adopted. such as by resolution of your governing board. If answer lines 5b and So. What procedures will you follow to assure that persons who have a conflict of interest will not have influence over you for setting their own compensation? What procedures will you follow to assure that persons who have a conflict of interest will not have influence over you regarding business deals with themselves? Note: A conflict of interest policy is recommended though it is not required to obtain exemption. Hospitals. see Schedule C. Section i, line 14. Go Do you or will you compensate any of your officers, directors. trustees. highest compensated employees. and highest Yes No compensated independent contractors listed in lines 1a. lb. or is through non-fixed payments. such as discretionary bonuses or revenue-based payments? If ?Yes," describe all non-fixed compensation arrangements, including how the amounts are determined . who is eligible for such arrangements. whether you place a limitation on total com pensation. and how you determine or will determine that you pay no more than reasonable compensation for services. Refer to the instructions for Part V. lines la. 1b, and to, for information on what to include as compensation. Do you or will you compensate any of your employees. other than your officers. directors. trustees, or your Yes No five highest compensated employees who receive or will receive compensation of more than $50.000 per year. through non-fixed payments. such as discretionary bonuses or revenue?based payments? If "Yes," describe all non-fixed compensation arrangements, including how the amounts are or will be determined. who is or will be eligible for such arrangements, whether you place or will place a limitation on total compensation. and how you determine or will determine that you pay no more than reasonable compensation for services. Fiefer to the instructions for Part V. lines 1 a. lb. and 10. for information on what to include as compensation. 7a Do you or will you purchase any goods. services, or assets from any of your of?cers. directors, trustees. highest Yes No compenSated employees. or highest compensated independent contractors listed in lines 1a, lb. or 1c? If ?Yes.? describe any such purchase that you made or intend to make, from whom you make or will make such purchases, how the terms are or will be negotiated at arm's length. and explain how you determine or will determine that you pay no more than fair market value. Attach copies of any written contracts or other agreements relating to such purchases. Do you or will you sell any goods. services, or assets to any of your officers. directors. trustees, highest Yes No compensated employees. or highest compensated independent contractors listed in lines 1a. 1b, or to? If ?Yes." describe any such sales that you made or intend to make. to whom you make or will make such sales. how the terms are or will be negotiated at arm's length. and explain how you determine or will determine you are or Will be paid at least fair market value. Attach copies of any written contracts or other agreements relating to such sales. 8a Do you or will you have any leases. contracts. loans. or other agreements with your officers. directors. [3 Yes No trustees. highest compensated employees. or highest compensated independent contractors listed in lines 1a. lb, or to? If "Yes." provide the information requested in lines so through St. Describe any written or oral arrangements that you made or intend to make. Identify with whom you have or will have such arrangements. Explain how the terms are or will be negotiated at arm's length. Explain how you determine you pay no more than fair market value or you are paid at least fair market value. Attach copies of any signed leases, contracts, loans, or other agreements relating to such arrangements. 9a Do you or will you have any leases. contracts, loans. or other agreements with any organization in which Cl Yes No any of your officers, directors. or trustees are also officers. directors. or trustees, or in which any individual officer. director, or trustee owns more than a 35% interest? If "Yes," provide the information requested in lines 9b through 9f. - Form 1023 (Rev. 12-201?) Form 1023 (Rev. 12-2017} Employees, and Independent Contractors {Continued} Name: URBAN REVITALIZATION COALITION, EIN: 824952477 Compensation and Other Financial Arrangements With Your Of?cers, Directors, Trustees, Page 5 Describe any written or oral arrangements you made or intend to make. Identify with whom you have or will have such arrangements. Explain how the terms are or will be negotiated at arm's length. Explain how you determine or will determine you pay no more than fair market value or that you are paid at least fair market value. Attach a copy of any signed leases. contracts. loans. or other agreements relating to such arrangements. Your Members and Other Individuals and Organizations That Receive Benefits From You The following "Yes" or ?No" questions relate to goods, services, and funds you provide to individuals and organizations as part of your activities. Your answers should pertain to past. present, and planned activities. See instructions. 1a in carrying out your exempt purposes, do you provide goods. services. or funds to individuals? If "Yes," Yes I: describe each program that provides goods. services. or funds to individuals. In carrying out your exempt purposes. do you provide goods, services. or funds to organizations? If ?Yes." describe each program that provides goods. services, or funds to organizations. Do any of your programs limit the provision of goods, services. or funds to a Specific individual or group of specific individuals? For example. answer "Yes." if goods. services. or funds are provided only for a particular individual. your members. individuals who work for a particular employer. or graduates of a particular school. If "Yes.? explain the limitation and how recipients are selected for each program. Yes Yes Do any individuals who receive goods. services. or funds through your programs have a family or business relationship with any officer. director, trustee. or with any of your highest compensated employees or highest compensated independent contractors listed in Part V, lines 1a. 1b, and is? If "Yes." explain how these related individuals are eligible for goods. services. or funds. Yes Part VII Your History The following "Yes" or ?No" questions relate to your history. See instructions. 1 Are you a successor to another organization? Answer ?Yes," if you have taken or will take over the activities of another organization; you took over 25% or more of the fair market value of the net assets of another organization: or you were established upon the conversion of an organization from for-profit to nonprofit status. If "Yes." complete Schedule G. Yes Are you submitting this application more than 27 months _after the end of the month in which you were legally formed? it "Yes." complete Schedule E. Yes Part Your Specific Activities The following ?Yes" or "No" questions relate to specific activities that you may conduct. Check the appropriate box. Your answers should pertain to past. present, and planned activities. See instructions. 1 2a Do you support or oppose candidates in political campaigns in any way? if "Yes." explain; Do you attempt to influence legislation? If "Yes." explain how you attempt to influence legislation and complete line 2b. if go to line 3a. Have you made or are you making an election to have your legislative activities measured by expenditures by filing Form 5768? If ?Yes." attach a copy of the Form 5768 that was already filed or attach a completed Form SYBB that you are filing with this application. If describe whether your attempts to in?uence legislation are a substantial part of your activities. Include the time and money spent on your attempts to influence legislation as compared to your total activitieswill you operate bingo or gaming activities? If ?Yes," describe who conducts them. and list all revenue received or expected to be received and expenses paid or expected to be paid in operating these activities. Revenue and expenses should be provided for the time periods specified in Part rx. Financial Data. Do you or will you enter into contracts or other agreements with individuals or organizations to conduct bingo or gaming for you? If "Yes." describe any written or oral arrangements that you made or intend to make. identify with whom you have or will have such arrangements, explain how the terms are or will be negotiated at arm's length. and explain how you determine or will determine you pay no more than fair market value or you will be paid at least fair market value. Attach copies or any written contracts or other agreements reiating to such arrangements. List the states and local jurisdictions. including lndian Reservations. in which you conduct or will conduct gaming or bingo. Yes Yes Form 1023 (Rev. 12-2017} Form Part Your Specific Activities (Continued) Do you or will you undertake fundraising? It "Yes. check all the fundraising programs you do or will conduct. See Instructions mail solicitations phone solicitations email solicitations accept donations on your website Name: URBAN REVITALIZATION COALITION. INC 82-1952477 I lYes personal solicitations receive donations from another organization's website vehicle. boat. plane. or similar donations government grant solicitations foundation grant solicitations Other Attach a description of each fundraising program. Do you or will you have written or oral contracts with any individuals or organizations to raise funds for you? If "Yes." describe these activities. include all revenue and expenses from these activities and state who conducts them. Revenue and expenses should be provided for the time periods specified in Part IX. Financial Data. Also. attach a copy of any contracts or agreements. Do you or will you engage in fundraising activities for other organizations? If "Yes." describe these arrangements. Include a description of the organizations for which you raise funds and attach moles of all contracts or agreements. List all states and local iurisdictions in which you conduct fundraising. For each state or local jurisdiction listed. specify whether you fundraise for your own organization. you fundraise for another organization. or another organization iundraises for you. Do you or will you maintain separate accounts for any contributor under which the contributor has the right to advise on the use or distribution of funds? Answer "Yes" if the donor may provide advice on the types of investments. distributions from the types of investments. or the distribution from the donor?s contribution account. If "Yes." describe this program. including the type of advice that may be provided and submit copies of any written materials provided to donors. [3 Yes Yes Yes Page 6 Are you affiliated with a governmental unit? If ?Yes." explain. you or will you engage in economic development? If ?Yes." describe your program. Describe in full who benefits from your economic development activities and how the activities promote exempt purposeswill persons other than your employees or volunteers develop your facilities? If ?Yes," describe each facility, the role of the developer. and any business or family relationshipts) between the developer and your officers. directors. or trustees. Do or will persons other than your employees or volunteers manage your activities or facilities? If ?Yes." describe each activity and facility. the role of the manager, and any business or family relationshipls) between the manager and your officers. directors. or trustees if there is a business or family relationship between any manager or deveIOper and your officers directors, or trustees identify the individuals. explain the relationship. describe how contracts are negotiated at arm?s length so that you pay no more than fair market value. and submit a copy of any contracts or other agreementswill you enter into joint ventures. including partnerships or limited liability companies treated as partnerships. in which you share profits and losses with partners other than section 501(c)(3) organizations? If "Yes." describe the activities of these ioint ventures in which you participate. Yes 9e Are you applying for exemption as a childcare organization under section 501 If "Yes." answer lines 9b through 9d. If go to line 10. Do you provide childcare so that parents or caretakers of children you care for can be gainfully employed (see instructions)? If explain how you qualify as a childcare organization described in section 501 Of the children for whom you provide childcare. are 85% or more of them cared for by you to enable their parents or caretakers to be gainfully employed (see instructions)? If explain how you qualify as a childcare organization described in section 501(k). Are your services available to the general public? If describe the specific group of people for whom your activities are available. Also. see the instructions and explain how you quality as a childcare organization described in section 501(kwill you publish. own. or have rights in music, literature, tapes. artworks. choreography. scientific discoveries. or other intellectual property? If ?Yes." explain. Describe who owns or will own any copyrights. patents. or trademarks. whether fees are or will be charged. how the fees are determined. and how any items are or will be produced. distributed, and marketed. Yes Form 1023 (Rev. 12-2017] Form 1023 [Fiat-h 12-2017} Name: URBAN REVITALIZATION COALITION EIN: 82495247? Page 7 Your Specific Activities (Continued) 11 Do you or will you accept contributions of: real property; conservation easements; closely held IYes No securities: intellectual property such as patents. trademarks, and copyrights; works of music or art; licenses: royalties; automobiles. boats. planes. or other vehicles; or collectibles of any type? If "Yes." describe each type oi contribution. any conditions imposed by the donor on the contribution, and any agreements with the donor regarding the contribution. 12a Do you or will you operate in a foreign country or countries? if "Yes," answer lines 12b through 12d. If Yes No go to line 13a. Name the foreign countries and regions within the countries in which you operate. Describe your operations in each country and region in which you Operate. Describe how your operations in each country and region further your exempt purposes. 133 Do you or will you make grants. loans. or other distributions to organization(s)? If "Yes." answer lines 13b [3 Yes No through 139. If 90 to line 14a. Describe how your grants, loans, or other distributions to organizations further your exempt purposes. Do you have written contracts with each of these organizations? If "Yes." attach a copy of each contract. El Yes No Identify each recipient organization and any relationship between you and the recipient organization. Describe the records you keep with respect to the grants. loans. or other distributions you make. Describe your selection process. including whether you do any of the following. (ii Do you require an application form? If "Yes." attach a copy of the form. Yes No (ii) Do you require a grant proposal? If "Yes." describe whether the grant proposal specifies your Yes No responsibilities and those of the grantee. obligates the grantee to use the grant funds only for the purposes for which the grant was made, provides for periodic written reports concerning the use of grant funds. requires a final written report and an accounting of how grant funds were used. and acknowledges your authority to withhold andfor recover grant funds in case such funds are, or appear to be. misused. ?09.01:? 9 Describe your procedures for oversight of distributions that assure you the resources are used to further your exempt purposes. including whether you require periodic and ?nal reports on the use of resources. 143 Do you or will you make grants. loans. or other distributions to foreign organizations? If ?Yes," answer Yes No lines 14b through 141'. If go to line 15. Provide the name of each foreign organization. the country and regions within a country in which each foreign organization operates. and describe any relationship you have with each foreign organization. Does any foreign organization listed in line 14b accept contributions earmarked for a speci?c country or Yes No specific organization? it ?Yes." list all earmarked organizations or countries. Do your contributors know that you have ultimate authority to use contributions made to you at your Yes No discretion for purposes consistent with your exempt purposes? it "Yes." describe how you relay this information to contributors. 0 Do you or will you make pro-grant inquiries about the recipient organization? it ?Yes," describe these Yes No inquiries. including whether you inquire about the recipient's financial status. its taXvexempt status under the Internal Revenue Code. its ability to accomplish the purpose for which the resources are provided. and other reievant information. 1' Do you or will you use any additional procedures to ensure that your distributions to foreign [Has No organizations are used in furtherance of your exempt purposes? If "Yes." describe these procedures. including site visits by your employees or compliance checks by impartial experts. to verify that grant funds are being used appropriately. Form 1023 iRev.12-2017} Form1023tFIav 12~20171 Name: URBAN REVITALIZATION COALITION. INC EIN: 32.195247? Page 8 Your Specific Activities (Continued) Do you have a close connection with any organizations? It "Yes explain. Yes No 16 Are you applying for exemption as a cooperative heapital service organization under section 501(6)? If Yes No "Yes." explain. 1? Are you applying tor exemption as a cooperative service organization of operating educational Yes No organizations under section 501(0? If "Yes." explain. 18 Are you applying for exemption as a charitable risk pool under section 501 If "Yes." explainwill you operate a school? If ?Yes." complete Schedule B. Answer ?Yes." whether you operate l] Yes No a school as your main function or as a secondary activity. 20 Is your main function to provide hosoital or medical care? If "Yes complete Schedule will you provide low-income housing or housing for the elderly or handicapped? If ?Yes." Yes No complete Schedule F. 22 Do you or will you provide scholarships. fellowships. educational loans. or other educational grants to Yes No individuals. including grants for travel. study. or other similar purposes? If "Yes," complete Schedule H. Note: Private foundations may use Schedule to request advance approval of individual grant procedures. Form 1023 {Rov.12-2017} Form 1023 (Rev. 124017) Name: URBAN REVITALIZATION COALITION. INC 82495247? Page 9' Part IX Financial Data For purposes of this schedule. years in existence refer to completed tax years. 1. It in existence less than 5 years. complete the statement for each year in existence and provide protections of your likely revenues and expenses based on a reasonable and good faith estimate of your future finances for a total of: a. Three years of financial information if you have not completed one tax year. or b. Four years of financial information it you have completed one tax year. See instructions. 2. If in existence 5 or more years. complete the schedule for the most recent 5 tax years. You will need to provide a separate statement that includes information about the most recent 5 tax years because the data table in Part IX has not been updated to provide for a 5th year. See instructions. A. Statement of Revenues and Expenses Type of revenue or expense Current tax year 3 prior tax years or 2 succeeding tax years lal From {bl From (6) From 213918233 From Provide Total for To 12l31l17 To 12l31l?2018 To 12l31l201? To through id) 1 Gifts, grants, and contributions received (do not include unusual grants) 5000 7500 0150 21,250 Membership fees received Gross investment income 4 Net unrelated business Income 5 Taxes levied for your benefit 6 Value of services or facilities furnished by a governmental unit without charge (not including the value of services generally furnished to the public without charge) 7 Any revenue not otherwise listed above or in lines 9?12 below (attach an itemized list) 8 Total of lines 1 through 7 5000 7500 8T50 21250 9 Gross receipts from admissions. merchandise sold or services performed, or furnishing of facilities in any activity that is related to your exempt purposes (attach itemized list) 10 Total of lines 8 and 9 5000 7500 8?50 21250 11 Net gain or loss on sale of capital assets (attach schedule and see instructions} 12 Unusual grants 13 Total Revenue Add lines 10 through 12 5000 7500 3750 21250 14 Fundraising expenses Revenues 15 Contributions, gifts. grants, and similar amounts paid out (attach an itemized list) 5000 7500 3?er 16 Disbursements to or for the benefit of members (attach an itemized list) 17 Compensation of o?icers, directors. and trustees 18 Other salaries and wages 19 Interest expense 20 Occupancy (rent. utilities, etc.) 21 Depreciation and depletion 22 Professional tees Expenses 23 Any expense not otherwise classified. such as program services (attach itemized list) 24 Total Expenses . Add lines 14 through 23 5000 7500 B750 Form 1023 (Rev. 12-201?) Form 10231Flav. 12-2017) Name: URBAN COALITION. INC EIN: 324952477 Page 10 Part ix Financial Data (Continued) 8. Balance Sheet (for your most recently completed tax year) 733. End; Assets (Whole dollars) 1 Cash . 1 0 2 Accounts receivable net 2 0 3 Inventories 3 4 Bonds and notes receivable (attach an itemized list). 4 5 Corporate stocks (attach an itemized list) 5 0 6 Loans receivable (attach an itemized list) 6 Other investments (attach an itemized list). 7 8 Depreciable and depletable assets (attach an itemized list) 8 9 0 10 Other assets (attach an itemized list) . to 11 Total Assets (add lines 1 through 10) . . . 11 0 Liabilities 12 Accounts payabie . . . . . . . . . . . . . . . . . . . . . . . . 12 0 13 Contributions gifts, grants etc payable . . . . . . . . . . . . . . . . . . . 13 0 14 Mortgages and notes payable (attach an itemized listOther liabilities (attach an itemized listTotal Liabilities (add lines 12 through 15Fund Balances or Net Assets 17 Total fund balances or net assetsTotal liabilities and Fund Balances or Net Assets (add lines Have there been any substantiai changes In your assets or liabilities since the end of the period Yes No shown above? If ?Yes." explain. Public Charity Status Part ls designed to classify you as an organization that' as either a private foundation or a public charity. Public charity status is a more favorable tax status than private foundation status. If you are a private foundation, Part is designed to further determine whether you are a private ope rating foundation. See instructions. to Are youa private foundation? If ?Yes." 90 to line 1b. If go to line 5 and proceed as instructed. If you Yes No are unsure. see the instructions. As a private foundation. section 508(c) requires special provisions in your organizing document in addition to those that apply to all organizations described in section 501(c)(3). Check the box to confirm that your organizing document meets this requirement. whether by express provision or by reliance on Operation of state law. Attach a statement that describes specifically where your organizing document meets this requirement. such as a reference to a particular article or section in your organizing document or by operation of state law. See the instructions. including Appendix B. for information about the special provisions that need to be contained in your organizing document. Go to line 2. 2 Are you a private operating foundation? To be a private operating foundation you must engage directly in Yes No the active conduct of charitable, religious. educational. and similar activities. as opposed to indirectly carrying out these activities by providing grants to individuals or other organizations. If ?Yes.? go to line 3. 11 go to the signature section of Part X1. 3 Have you existed for one or more years? it ?Yes.? attach financial information showing that you are a Yes No private operating foundation; go to the signature section of Part XI. If continue to line 4. 4 Have you attached either (1) an affidavit or opinion of counsel. (including a written affidavit or opinion Yes No from a certified public accountant or accounting firm with expertise regarding this tax law matter). that sets forth facts concerning your operations and support to demonstrate that you are likely to satisfy the requirements to be classified as a private operating foundation: or (2) a statement describing your proposed operations as a private operating foundation? 5 if you answered ?No" to line 13 indicate the type of public charity status you are requesting by checking one of the choices below. You may check only one box. The organization is not a private foundation because it is: a 509(c)(1) and church or a convention or association of churches. Complete and attach Schedule A. 509(c)(1) and schooi. Complete and attach Schedule B. 509(c)(1) and hospital. a cooperative hospital service organization. or a medical research organization operated in conjunction with a hospital. Complete and attach Schedule C. - organization supporting either one or more organizations described in line 5a through publicly supported section 501 or (6) organization. Complete and attach Schedule D. 5' Form 1023 l' cos i 0 Form1023t?ev. 12-2010 Name: URBAN COALITION 824952477 Page 11 Public Charity Status (Continued) 509(all4) an organization organized and Operated exclusively for testing for public safety. 509(c)(1) and l70(b)(i)(A)(iv) - an organization operated for the bene?t of a college or university that is owned or operated by a governmental unit. 9 and an agricultural research organization directly engaged in the continuous active conduct of agricultural research in coniunction with a college or university. 509(c)(1) and an organization that receives a substantial part of its financial support in the form of-contributions from publicly supported organizations. from a governmental Unit. or from the general public. 509(a)(2) - an organization that normally receives not more than one-third of its financial support from gross investment income and receives more than one-third of its financial support from contributions, membership fees. and gross receipts lrom activities related to its exempt functions (subject to certain exceptions). A publicly supported organization. but unsure if it is described in 5h or 5i. You would like the to decide the correct status. 6 if you checked box h. i. or] in question 5 above. and you have been in existence more than 5 years. you must confirm your public support status. Answer line 6a if you checked box in iine 5 above. Answer line 6b if you checked box i in lines above. If you checked box in line 5 above. answer both lines as and 6b. a Enter 2% of line 8. column on Part lx-A Statement of Revenues and Expenses (ii) Attach a list showing the name and amount contributed by each person. company. or organization whose gifts totaled more than the 2% amount. If the answer is ?None." state this. Cl For each year amounts are included on lines 1. 2. and 9 of Part Statement of Revenues and Expenses. attach a list showing the name and amount received from each disqualified person. If the answer is "None." state this. (ii) For each year amounts were included on line 9 of Part IX-A Statement of Revenues and Expenses. attach a list showing the name of and amount received from each payer. other than a disqualified person. whose payments were more than the larger of (1) 1% of Line 10. Part IX-A Statement of Revenues and Expenses. or (2) $5.000. If the answer is "None." state this. 7 Did you receive any unusual grants during any of the years shown on Part lx-A Statement of DYes Revenues and Expenses? If ?Yes." attach a list including the name of the contributor. the date and . amount of the grant. a brief description of the grant, and explain why it is unusual. Part XI User Fee Information and Signature You must include the correct user fee payment with this application. If you do not submit the correct user tee. we will not process the application and we will return it to you. Your check or money order must be made payable to the United States Treasury. User fees are subject to change. Check our website at and type "Exempt Organizations User Fee" in the search box. or call Customer Account Services at 1-877-829-5500 for current information. Enter the amount of the user fee paid: 600.00 I declare under the penalties of perjury that I am authorized this application on babe" of the above organization and that i have examined this application, Including the accompanying 1:ch and a ch ants. and to the best 01 my knowledge It Is true. correct. and complete. Please (vi 5 6 Vi DARRELL SCOTT '12 9 [Dal Sign (Signature 01 Officer. Director. Trust?s?e. or other [type or print name of signer} authorized of?cial) PRESIDENT frypo or print title or authority of signer} Here Form 1023 URBAN REVITALIZATION COALITION, INC. 3128 May?eld Road Cleveland Heights, OH 44118 August 27, 2018 Internal Revenue Service P.O. Box 12l92 Covington, KY 41012-0192 Dear Sir or Madam: The purpose of this letter is to formally request an expedited review by the IRS of form 1023 application submitted by Urban Revitalization Coalition, Inc. Failure to expeditiously obtain tax-exempt status may impede contributions and upcoming federal grant opportunities. Attached you will ?nd: . 1) Form 1023 (Application for Recognition of Exemption under Section 501(c)(3) of the Internal Revenue Code); 2) Addendum to fonn1023; 3) First meeting of Board of Directors minutes; 4) BIN Letter 5) Articles of Inc. Certi?cate; 6) Bylaws; 7) Discrimination Policy 8) Con?ict of Interest policy; 9) Form 8718; and 10) $600 check on behalf of Urban Revitalization Coalition, Inc. Urban Revitalization Coalition, Inc. is organized exclusively for charitable, educational, and scienti?c purposes, including, for such purposes that qualify as exempt activities under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. The mission of Urban Revitalization Coalition is to provide sustainable solutions to urban challenges. Sincerely, Darrell Scott Founder/President Delaware The First State I, W. BULLOCK, OF STATE OF TIE STATE OF DELAWARE, DO HEREBY CERTIFY A ERIE AND CORRECT COPY OF CERTIFICATE OF INCORPORATION REVITALIZATION COALITION INC. .FILED IN THIS OFFICE ON THE TENTH DAY OF JULY, 11.13. 2017, AT 8:30 ELM. A FILED COPY OF THIS CERTIFICEIE HAS BEEN FORWARDED TO THE NEW CASTLE COUNTY RECORDER OF DEEDS. gamer amt. Smear: a! sun 6473505 8100 20175153873 You may verify this certificate online at Authentication: 202938095 Date: 07-24-17 State of Delaware Statutory of Slale Dh'lslon ol Corporallons Delh'md. 08:30 All TILED 03:30 AM 07:1 SR 2011515387.! - FlleNumher 6475786 STATE OF DELAWARE CERTIFICATE OF INCORPORATION A NON-STOCK CORPORATION The Incorporator hereby certi?es as i'bllom": 1. The name of the Corporation is Urban Revitalization Coalition, Inc. . 2. The Registered Of? cc of the corporation in the State ofDelowarc is located at 704 N. King 51.. Suite 500. PD. Box 1031 (Street). in the City of Wilmington County of New Castle Zip Code19399 . The name of ?le Registered Agent at such address upon whom process against this corporation may he served is ECorpora?onsiegal Services. Inc. 3. The purpose Of the commotion is to engage: in any lawful actor activity for which corporations may be organized undcr the General Commotion: Law of Delaware. (If rho Corpomtion is to be a nonpro?t corporation, please add: ?This Corporation shall be a nonpro?t corporation?) This Corpora?on shall be a nonpro?t corporation. 4. The corporation shall not have any capital Stock. 5. The conditions of membership are "399 ?1??1'I?lw 6. The moms and mailing address of the incorpomror are as follows: Name Darrell Scott MuiImEAddressa1za May?eld Road Cleveland Heights. Ohio Zip Cudc44113 Bygirrell Scott {5 Incorporator Name: Darrell Scott Print or Type ARTICLES OF INCORPORATION OF URBAN REVITALIZATION COALITION, INC. The undersigned, desiring to form a nonpro?t, public bene?t corporation in accordance with the Delaware State Regulation Code, does hereby certify: ARTICLE Name The name of the corporation is URBAN REVITALIZATION COALITION. INC. whose legal existence begins upon the ?ling of these Articles of Incorporation with the Secretary of State for the State of Delaware (hereinafter referred to as the ?Corporation"). ARTICLE II Location of Principal Office The location of the principal of?ce of the Corporation is in the City of Wilmington, New Castle County, DE. ARTICLE Purpose The Corporation is organized and shall at all times be operated exclusively for the charitable, scienti?c and educational purposed within the-meaning of Section 501? (3) of the Internal Revenue Code without limiting the foregoing, the following: I To provide youth with safe afterschool alternatives and activities a To provide information and activities that promote healthy lifestyle changes for youth and adults - To provide access to alternative pathways to and mentors in high demand industries in health education, health and wellness or health and ?tness that exposure to may not be an op?on. The Corporation is empowered to take and hold by bequest, devise, gift, contribution, purchase, lease or any other form, either absolutely or in trust, any property, real or personal, tangible or intangible without limitation as to the amount or value; to sell convey, use, assign and dispose of any such property and to invest and reinvest the income and principal thereof, to deal with and expend the income and principal of the Corporation, to make gifts contributions to other entities or persons; to maintain, protect and enforce all rights, title and interests incidental to holding title to property held by the Corporation, to do all things necessary or appropriate to accomplish the foregoing; and the exercise all other rights and powers conferred by the laws of the State. of Ohio upon nonpro?t corporations. ARTICLE Iv Powers The Corporation shall possess all power and authority permitted by law, except: No part of the net earnings of the Corporation shall inure to the bene?t of, or be distributable to, its Members, Directors, Of?cers or any other private persons, except that the Corporation shall be authorized to pay reasonable amounts for goods and services provided and rendered and to make payments and distributions in furtherance of the purposes set forth in Article Three hereof. No substantial part of the activities of the Corporation shall be the carrying on of propaganda, or otherwise attempting to in?uence legislation, and he Corporation shall not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public of?ce. The Corporation shall not engage in any act of self-dealing as de?ned in Section 4941(d) of the Code. The Corporation shall not make any investments in such a manner as to subject it to tax under Section 4944 of the Code. The Corporation shall not make any taxable expenditure as de?ned in Section 4945(d) of the Code. Notwithstanding any other provision of these Articles of Incorporation, the Corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under Section 501(a) of the Code by reason of being described in Section 501(c)(3) of the Code, or by a corporation described in Section 170(c)(2) of the Code, contributions to which are deductible under Sections 170(a), 2055(a)(2) and/or 2522(a)(2) of the Code. ARTICLE Members This Corporation is a nonpro?t corporation under Ohio law and shall not have capital stock. The Members of this Corporation shall be elected and/or determined pursuant to the provisions of the Code of Regulations of the Corporation and any applicable provisions of Ohio laws, as amended from time to time. ARTICLE VI Directors The initial Directors of the Corporation shall be as follows: 1. Name Address Kareem Lanier 3128 May?eld Road, Cleveland Heights, OH 44118 2. Darrell Scott 3128 May?eld Road, Cleveland Heights, OH 44118 All subsequent Directors of the Corporation who take of?ce after the initial Directors shall be elected and/or determined pursuant to the provisions of the Code of Regulations of the Corporation and any applicable provisions of Ohio law, as amended from time to time. ARTICLE VII Dissolution The Corporation may be dissolved by the af?rmative vote of at least two-thirds (28) of the Members of the Corporation at a meeting held for the purpose of adopting a resolution of dissolution or without a meeting by the unanimous written consent of all the Members of the Corporation. Upon the dissolution of the Corporation, all of the Corporation?s property of every nature and description shall, after making provision for discharge of all the liabilities and obligations of the Corporation and after compliance with'any other mandatory provisions of Ohio Revised Code Section 1702.49, be paid over and transferred, exclusively for one or more exempt purposes with the meaning of Section 501?(3) of the Code to one or more nonpro?t charitable organizations, provided that each. transferee is them exempt from federal income tax under Section 501(a) of the Code by reason of being described in Section 501(c)(3) of the Code or the United States federal government, a State or local government for a public purpose, as determined by the Members of the Corporation. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal of?ce of the Corporation is then located to such organization or organizations, that in the opinion of the Court, are organized and operated for purposes similar to the Corporation?s purposes. ARTICLE References to Applicable Law Each reference to these Articles of Incorporation to a section of the Code or the Ohio Revised Code shall include the corresponding provision of any future federal internal revenue or Ohio laws, respectively. Article IX Amendments These Articles may be amended or superseded, in whole or in part, by the affirmative vote of at least two~thirds of all of the Members of the Corporation, at any meeting called for that purpose, or without a meeting by the unanimous written consent of all of the Members of the Corporation; provided, however, that any such amendments may not violate Ohio Revised Code Section 1702.38. - IN WITNESS WHEREOF, I have hereunto subscribed my name this 29th da 'of Junea'i. Darrell Scott Sole Incorporator Urban Revitalization Coalition, Inc. EIN: 82-1952477 BYLAWS ARTICLE I - NAME, PURPOSE Section I: The name of the organization shall be Urban Revitalization Coalition, Inc. Section 2: Urban Revitalization Coalition, Inc. is organized exclusively for charitable, educational, and scienti?c purposes, including, for such purposes that qualify as exempt activities under section 501(c)(3) of the lntemal Revenue Code, or the corresponding section of any future federal tax code. Section 3: Urban Revitalization Coalition, Inc. endeavors to support and promote the innovative and responsible revitalization of urban communities. Our mission is to create sustainable solutions to urban challenges. We plan to develop programs in areas of housing, ?nance, education and training, strengthening families, criminal justice reform, Community policing and healthcare. The identi?ed areas needed in order for a community to become vibrant, productive and sustainable. ARTICLE II - MEMBERSHIP Section I Membership shall consist only of the members of the board of directors. ARTICLE - ANNUAL MEETING Section 1: Annual Meeting. The date of the regular annual meeting shall be set by the Board of Directors who shall also set the time and place. Section .2: Special Meetings. Special meetings may be called by the Chair or the Executive Committee. Section 3: Notice. Notice of each meeting shall be given to each voting member, by mail, not less than ten days before the meeting. ARTICLE IV - BOARD OF DIRECTORS Section 1: Board Role, Size, Compensation. The Board is reSponsible for overall policy and direction of Urban Revitalization Coalition, Inc., and delegate?s responsibility for day-to?day Operations to the committees (if applicable). The Board shall? have up to (7) members and not fewer than (3) members. The board receives no compensation other than reasonable expenses. Section 2: Meetings. The Board shall meet initially at an agreed upon time and place. Section 3: Board Elections. Election of new directors or election of current directors to a second term will occur as the first item of business at the annual meeting of the corporation. Directors will be elected by a majority vote of the current directors. Section 4: Terms. All Board members shall serve (1) year terms, but are eligible for re-election. 1 Urban Revitalization Coalition, Inc. BIN: 82?1952477 Section 5: Quorum. A quorum must be attended by at least 2/3 percent of the Board members before business can be transacted or motions made or passed. Section 6: Notice. An of?cial Board meeting requires that each Board member have written notice two weeks in advance. Section 7: Of?cers and Duties. There shall be ?ve of?cers of the Board consisting ofa Chair, Vice Chair, Secretary and Treasurer. Their duties are as follows: a. The Chair shall convene regularly scheduled Board meetings, shall preside or arrange for other members of the executive committee to preside at each meeting in the following order: Vice-Chair, Secretary and Treasurer. b. The Vice-Chair will chair committees on special subjects as designated by the board. c. The Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board members, and assuring that corporate records are maintained. d. The Treasurer shall make a report at each Board meeting. Treasurer shall chair the ?nance committee, assist in the preparation of the budget, help develop fundraising plans, and make ?nancial information available to Board members public. Section 8: Vacancies. When a vacancy on the Board exists, nominations for new members may be received from present Board members by the Secretary two weeks in advance ofa Board meeting. These nominations shall be sent out to Board members with the regular Board meeting announcement, to be voted upon at the next Board meeting. These vacancies will be ?lled only to the end of the particular Board member's term. Section 9: Resignation, Termination and Absences. Resignation from the Board must be in writing and received by the Secretary. A Board member shall be dropped for excess absences from the Board ifs/he has three unexcused absences from Board meetings in a year. A Board member may be removed for other reasons by a three-fourths vote of the remaining directors. Section 10: Special Meetings. Special meetings of the Board shall be called upon the request of the Chair or one-third of the Board. Notices of special meetings shall be sent out by the Secretary to each Board member postmarked two weeks in advance. ARTICLE - COMMITTEES Section I: The Board may create committees as needed, such as fundraising, housing, etc. The Board Chair appoints all committee chairs. Section 2: The ?ve of?cers serve as the members of the Executive Committee. Except for the power to amend the Articles of Incorporation and Bylaws, the Executive Committee shall have all of the powers and authority of the Board of Directors in the intervals between meetings of the Board of Directors, subject to the direction and control of the Board of Directors. Urban Revitalization Coalition, Inc. EIN: 824952477 Section 3: Finance Committee. The Treasurer is chair of the Finance Committee, which includes three other Board members. The Finance Committee is responsible for developing and reviewing ?scal procedures, a fundraising plan, and annual budget with staff and other Board members. The Board must approve the budget, and all expenditures must be within the budget. Any major change in the budget must be approved by the Board or the Executive Committee. The ?scal year shall be the calendar year. Annual reports are required to be submitted to the Board showing income, expenditures and pending income. The ?nancial records of the organization are public information and shall be made available to the membership, Board members and the public. ARTICLE VI DISSOLUTION CLAUSE Upon the dissolution of the corporation, assets 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 by a Court of Competent Jurisdiction of the county in which the principal of?ce 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. ARTICLE VII - AMENDMENTS Section I: These Bylaws may be amended when necessary by a two-thirds majority of the Board of Directors. Proposed amendments must be submitted to the Secretary to be sent out with regular Board announcements. These Bylaws. were approved at a meeting of the Board of Directors of Urban Revitalization aiition, Inc. on . Sign ture of Dan 11 Scott President Y. .- as pit/ZS! 015W 1? ignature of Kareem L?ani?r . Vice-President Urban Revitalization Coalition, Inc. EIN: 82-1952477 Con?ict of Interest Policy Article I Purpose The purpose of the con?ict of interest policy is to protect Urban Revitalization CoaIition. Inc. interests when it is contemplating entering into a transaction or arrangement that might bene?t the private interest of an of?cer or director, or might result in a possible excess bene?t transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing con?ict of interest applicable to nonpro?t and charitable organizations. Article II Definitions 1. Interested Person Any director, principal of?cer, or member of a committee with governing board delegated powers, who has a direct or indirect ?nancial interest, as de?ned below, is an interested person. 2. Financial Interest A person has a ?nancial interest if the person has, directly or indirectly, through business, investment, or family: a. An ownership or investment interest in any entity with which Urban Revitalization Coalition, Inc. has a transaction or arrangement, b. A compensation arrangement with Urban Revitalization Coalition, Inc. or with any entity or individual with which Urban Revitalization Coalition, Inc. has a transaction or arrangement, or c. A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which Urban Revitalization Coalition, Inc. is negotiating a transaction or arrangement. Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial. A ?nancial interest is not necessarily a con?ict of interest. Under Article Section 2, a person who has a ?nancial interest may have a con?ict'of interest only if the appropriate governing board or committee decides that a con?ict of interest exists. Article Procedures 1. Duty to Disclose In connection with any actual or possible con?ict of interest, an interested person must disclose the existence of the ?nancial interest and be given the Opportunity to disclose all material facts to the directors and members of committees with governing board delegated powers considering the proposed transaction or arrangement. Urban Revitalization Coalition, Inc. EIN: 82-1952477 2. Determining Whether :1 Con?ict of Interest Exists After disclosure of the ?nancial interest and all material facts, and after any discussion with the interested person, heishe shall leave the governing board or committee meeting while the determination of a con?ict of interest is discussed and voted upon. The remaining board or committee members shall decide if a con?ict of interest exists. 3. Procedures for Addressing the Conflict of Interest An interested person may make a presentation at the governing board or committee meeting, but after the presentation, hefshe- shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible con?ict of interest. b. The chairperson of the governing board or committee shall, if appropriate, appoint a disinterested person or committee to investigate altematives to the proposed transaction or arrangement. c. After exercising due diligence, the governing board or committee shall determine whether Urban . Revitalization Coalition, Inc. can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a con?ict of interest. d. If a more advantageous transaction or arrangement is not reaSonably possible under circumstances not producing a con?ict of interest, the governing board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in Urban Revitalization Coalition, Inc.? best interest, for its own bene?t, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement. 4. Violations-of the Con?icts of Interest Policy a. If the governing board or committee has reasonable cause to believe a member has failed. to disclose actual or possible con?icts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. - b. If, after hearing the member?s response and after making further investigation as warranted by the circumstances, the governing board or committee determines the member has failed to disclose an actual or possible con?ict of interest, it shall take appropriate disciplinary and corrective action. Article IV Records of Proceedings The minutes of the governing board and all committees with board delegated powers shall contain: a. The names of the persons who disclosed or otherwise were found to have a ?nancial interest in connection with an actual or possible con?ict of interest, the nature of the ?nancial interest, any action taken to determine whether a con?ict of interest was present, and the governing board?s or committee?s decision as to whether a con?ict of interest in fact existed. b. The names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the Urban Revitalization Coalition, Inc. BIN: 0. proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings. Article Compensation A voting member ofthe governing board who receives compensation, directly or indirectly, from Urban Revitalization Coalition, lnc. services are precluded from voting on matters pertaining to that member?s compensation. A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from Urban Revitalization Coalition, Inc. services is precluded from voting on matters pertaining to that member compensation. No voting member of the governing board or any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from Urban Revitalization Coalition, Inc., either individually or collectively, is prohibited from providing information to any committee regarding compensation. Article VI Annual Statements Each director, principal of?cer and member of a committee with governing board delegated powers shall annually sign a statement which af?rms such person: a. b. c. Has received a copy of the con?icts of interest policy, Has read and understands the policy, Has agreed to comply with the policy, and - Understands Urban Revitalization Coalition, Inc. is charitable and in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax?exempt purposes. Article VII Periodic Reviews To ensure Urban Revitalization Coalition, Inc. operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects: a. b. Whether compensation arrangements and bene?ts are reasonable, based on competent survey information and the result of arm?s length bargaining. Whether partnerships, joint ventures, and arrangements with management organizations conform to Urban Revitalization Coalition, lnc.? written policies, are properly recorded, re?ect reasonable investment or payments for goods and services, further charitable purposes and do not result in inurnment, impermissible private bene?t or in an excess bene?t transaction. Urban Revitalization Coalition, Inc. EIN: 824952477 Article Use of Outside Experts When conducting the periodic reviews as provided for in Article VII, Urban Revitalization Coalition, Inc. may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the governing board of its responsibility for ensuring periodic reviews are conducted. CERTIFICATION l, Darrell Scott/President of Urban Revitalization Coalition, Inc., a Delaware nonpro?t corporation, hereby certify that the attached Con?ict of Interest Policy was adopted by the Board of Directors of Urban Revitalization Coalition, Inc. in a legally called meeting held on June 29 M, and further certify that after being put to vote, the number of votes cast for the Policy was suf?cient for its approval. I IN WITNESS WHEREOF, I have hereunto set my hand this 29th day of June 2017. Urban Revitalization Coalition, Inc., A Delaware nonprofit corporatio URBAN REVITALIZATION COALITION, INC., INC EIN: 824952477 Part II - Organizational Structure Line I: Yes, Urban Revitalization Coalition, Inc. Please see attachment (Articles of Incorporation Certificate) for additional information. Line 5: Yes, Urban Revitalization Coalition, Inc. and has adopted bylaws. Please see attachment (Bylaws) for additional information. Part Required Provisions in Your Organizing Document Line 1: Purpose Clause Urban Revitalization Coalition, Inc. is organized exclusively for charitable, educational, and scienti?c purposes, including, for such purposes that qualify as exempt activities under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, of?cers, 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 1 Section 3 of the By-Laws hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to in?uence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public of?ce. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code. Line 2a: Dissolution Clause Upon the dissolution of the corporation, assets 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 by a Court of Competent Jurisdiction of the county in which the principal of?ce 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. Part IV - Narrative Description of Your Activities EXECUTIVE SUMMARY Mission Statement The mission of Urban Revitalization Coalition, Inc. is to develop sustainable solutions to urban challenges. URBAN REVITALIZATION COALITION, INC., INC EIN: 824952477 The Programs Main Goals The main goals of Urban Revitalization Coalition, Inc. is to identify the challenges faced in urban communities of all sizes today and develop programs that offer solutions to overcoming and eliminating those challenges The ultimate result is to construct urban communities that are thriving and able to compete in the globalization of the world today. - The Primary Objectives of our Program is to: Rebuilding Healthy Families Transformative Learning Environments Criminal Justice Reform Community Structured Policing Economic Empowerment Affordable Housing Healthcare Community Banking Problem Statement Urban communities face a myriad of challenges that prevent successful integration into the global market. A community needs a variety of services in order to become vibrant and sustainable. Currently, urban communities are in lacking in the resource distribution to address these needs. The Urban Revitalization Coalition, Inc. has programs and services that can begin to provide information and a solution to these problems to develop the sustainability needed for urban community residents to become and remain contributing citizens in society. Why program is needed in our community? The condition of the residents of urban communities have created a culture that is lagging in the skills needed to compete in society today at all levels. The lack of job preparation makes it dif?cult to obtain and maintain employment at a livable wage. The rising cost of housing is not in keeping with the rising increase in salaries or wages. This has created a housing market that is unaffordable for the average individual living in the urban sector. The deletion of access to traditional banking institutions and the lack of ?nancial education has made these communities victims of predatory lending and ?nancial practices. The percentage of urban community residents incarcerated has caused damage to the family 'structure as well as the safety of the community. This has caused an increase in tension between law enforcement and community residents. It is vital that community policing and police engagement practices change for the protection of the residents as well as law enforcement. Statistically because of the disparity in distribution of resources between urban and suburban communities, there is a documented difference in the quality of education provided. There are fewer urban residents attending college that must change in order to make these communities sustainable. It is not just enough that an Opportunity to attend college made available, we must create career opportunities in the community that will attract graduates back once they have attained their education. URBAN REVITALIZATION COALITION, INC, INC EIN: 82-1952477 Programs Description: Urban Revitalization Coalition, Inc., Inc will create training opportunities to provide technical preparation for urban residents to obtain livable wage employment in high paying in demand jobs. We will provide the Opportunities for residents to attend public education schools that meet their needs while guaranteeing staff accountability to increase contemporary learning to compete in life circumstances. We will also address the barrier of transportation for students to attend their location of choice. We will provide information and access to a variety of affordable housing both traditional and nontraditional. Urban Revitalization Coalition, Inc., Inc. will work with community leaders and access incentives for homeownership in urban communities. With the assistance of local and federal programs, residents will be able to access tax credits, HUD homes and affordable loan products. In order to assist with the creation of wealth building strategies Urban Revitalization Coalition, Inc., Inc. will create Community Banking with the establishment of credit unions and the increased presence of traditional ?nancial institutions with low fee banking products tailored to communities with a high percentage of predatory options. The provision of education and training regarding healthcare in urban communities is crucial in creating an overall sense of wellbeing and belonging. Urban Revitalization Coalition, Inc. will develOp workshops regarding the importance of health insurance, the bene?ts of preventative care, healthy lifestyles and nutritional options. A large number urban communities face increased incidents of obesity, diabetes, prostate and colon cancer as well as hypertension, Urban Revitalization Coalition, Inc. will partner with local medical facilities to provide free testing and information resources to increase understand of these diseases and begin to decrease the number of individuals who are af?icted with them. Criminal Justice Reform is a barrier to families being healthy. The Healthy Family Initiative will help men in the urban community understand how important they are to the health and well-being of their family. By providing education and training on good parenting habits and the importance of the parental role model, it is our goal to reduce domestic violence and increase community safety. Understanding intentional parenting is also important to the well~being of urban communities. Education and training on the importance of abstinence, and providing alternatives for a safe home for at-risk youth (adoption and foster care) can help ease the burden of broken family units with the creation of healthy family alternatives. Line In Name Title Address Compensation At this time no compensation will be provide to any of?cer. Line-33: The following is a complete list of each of?cer and director consistent with, showing positions, average hours worked, and duties. There are no trustees, highest compensated employees or independent contractors to report. Please refer to Bylaws for additional information. URBAN REVITALIZATION COALITION, INC., INC EIN: 82-1952477 Board President Average Hours Worked: 25 hours per month (no compensation). Duties: The President supports the duties of of?ce referenced in the bylaws. The President is Chairman of the Board of Directors, providing supervision and control over the affairs of the Corporation Board Treasurer Average Hours Worked: (I 0 hour/ month) no compensation Duties: The treasurer supports the duties of of?ce referenced in the bylaws. In general, the Treasurer is responsible for receiving, disbursing, recording, and accounting for all funds received by or transferred from the Corporation Board Secretary Average Hours Worked: (10 hour per month) no compensation Duties: The Secretary supports the duties of of?ce referenced in the bylaws. In general the Secretary is reSponsible for storing, recording, and maintaining access to the Corporations legal documents. Part - Your Speci?c Activities Line 43 - Mail solicitations: Urban Revitalization Coalition, Inc. will mail ?yers and brochures to individuals and organizations. These ?yers and brochures will contain: I Information about Urban Revitalization Coalition, Inc.: how it was created, its history, its geographic location, its mission, etc. It Information about Urban Revitalization Coalition, Inc. services etc. 0 Information about how to contact Urban Revitalization Coalition, Inc. Email solicitations: Urban Revitalization Coalition, Inc. will mail ?yers and brochures to individuals and organizations. These ?yers and brochures will contain: 0 Information about Urban Revitalization Coalition, Inc.: how it was created, its history, its geographic location, its mission, etc. 0 Information about Urban Revitalization Coalition, Inc. services etc. . Information about how to contact Urban Revitalization Coalition, Inc. - Personal solicitations: As opportunities permit, representatives of Urban Revitalization Coalition, Inc. will attend meetings, events, conferences to promote the program services offered. URBAN REVITALIZATION COALITION, INC., INC BIN: 82-1952477 - Foundation grant solicitations: The Organization will seek contributions from private and public foundations that further the mission of the Organization. As an example, Urban Revitalization Coalition, Inc. will solicit donations from organizations that seek to provide funding for our programs. - Accept donations on your website: As opportunities permit, Urban Revitalization Coalition, Inc. will make available to contributors an electronic method to accept donations. Such methods include accepting credit card information with stated contributions as directed by the contributor. Contributors may also use the contact information on the web site to send donations by mail. Government grant solicitations: Urban Revitalization Coalition, Inc. will seek contributions from government agencies that further the mission of Urban Revitalization Coalition, Inc. As an example, the Organization will solicit donations from state and local government agencies that seek to provide funding to programs that serve that provide sustainable solutions to urban . challenges. Line 4d Fundraising will primarily be conducted in Ohio. Our organization will conduct its own fundraising Line 10 This organization may own all intellectual property created under the auSpices of this organization. Fees charged, if any, will be determined by fair market value. No speci?c production, distribution or marketing plans exist at this time. Line 11. This organization may accept contributions of: real property; closely held securities; intellectual property such as patents, trademarks, and copyrights; works of music or art; licenses; royalties; automobiles, boats, planes, or other vehicles; or collectibles of any type if said contributions further the purposes of this organization. This organization will not accept donations if any conditions imposed by the donor on the contribution limit this organization's ability to achieve its purposes. or force this organization to conduct activities that are not in furtherance of 501 c3 purposes. We will ensure that donations are accepted in accordance with 501c3 regulations and we will properly determine fair market value according to Publication 561. However, we will not actively solicit any of these contributions. Part IX - Financial Data Urban Revitalization Coalition, Inc. current year expenses include the cost of conferences and workshOps, ?ling the Articles of Incorporation, development of 50103 application and application fees. The Board agrees to reimburse the above items, but since the organization is in its initial stages and no revenue has been generated, there have been no payment arrangements for reimbursement of these items. Financial Data A. Statement of Revenues Revenues Current Year 2016 2017 2018 Contribution Income $5,000 $7,500 $8,750 Grants $0 $0 $0 Totals $5,000 $7,500 $8,750 URBAN REVITALIZATION COALITION, INC., INC EIN: 82-1952477 Financial Data B. Statement of Ex tenses Expenses Current Year 2017 2018 2016 Insurance $500 $1,000 $1,500 Meals, transportation and $0 $500 $1,000 activities Other (fees) Accounting, $1,000 $1,000 $1,000 business ?lings) Conferences and $3,000 $4,000 $4,000 workshops Promotional Material $500 $1 ,000 $1 ,250 Cost Totals $5,000 $7,500 $8,750 URBAN REVITALIZATION COALITION, INC. BIN: 824952477 AIVER OF NOTICE AND CONSENT TO THE HOLDING OF THE FIRST MEETING OF DIRECTORS OF URBAN REVITALIZATION COALITION, INC. The following directors of the corporation named above hereby waive notice and consent to the holding of the ?rst meeting of the board of directors of the corporation on Urban Revitalization Coalition, Inc. in the state of Delaware, and consent to the transaction of any and all business at such meeting of the directorsQ Dire or Director Director URBAN REVITALIZATION COALITION, INC. EIN: 824952477 FIRST MEETING OF DIRECTORS OF Urban Revitalization Coalition, Inc. The directors named above, constituting the board of directors of this corporation, held their ?rst meeting at the time, on the day and at the place set forth as follows: Time: 3:309m Date: June 21 2017 Location: 704 N. King Street, Suite 500. PO. Box 1031. Wilmington, DE 19899. The following d' ons 'ng a quorum of the full board, were present at the meetingDirector Director On the motion and by unanimous vote, the following persons were elected temporary chairperson and secretary for the ?rst meeting: Temporary/Chairperson: Darrell Scott Temporary Secretary: Kareem Lanier WAIVER The chairperson announced that the meeting was held pursuant to written waiver of notice thereof and consent thereto signed by all of the directors of the corporation named as such in the Articles of Incorporation [or named as such by the Incorporator]; such waiver and consent was presented to the meeting and on motion duly made, seconded, and unanimously carried was made a part of the records of the meeting. ARTICLES FILED The chairperson stated that the original Articles of Incorporation of the corporation had been ?led in the of?ce of the Secretary of State on Urban Revitalization Coalition, Inc.. The chairperson presented to the meeting a copy of the Articles of incorporation application, showing the ?ling as stated, and the secretary was directed to insert the copy in the book of minutes of this corporation 2 URBAN REVITALIZATION COALITION, INC. BIN: 82495247? and to see that a cow of the Articles of Incorporation, similarly certi?ed, is kept at the principal of?ce for the transaction of business of this corporation. BYLAWS The matter of the adeption of bylaws for the regulation of the corporation was next considered. The secretary presented to the meeting a form of bylaws that was duly considered and discussed. On motion doly made, seconded, and unanimously carried, the following resolutions were adopted: WHEREAS, the directors of this corporation have not as yet adopted any bylaws for the corporation; and WHEREAS, the best interests of the corporation will be served by the adoration of bylaws: THEREFORE, BE IT RESOLVED, that the bylaws presented to this meeting and discussed are hereby adopted as the bylaws of this corporation. RESOL VED FURTHER, that the secretary of this corporation is authorized and directed to execute a certi?cate of the adeption of these bylaws and to insert these bylaws as so certi?ed in the book of minutes of this corporation and to see that a copy of the bylaws, similarly certi?ed, is kept at the principal of?ce for the transaction of business of this corporation. ELECTION OF OFFICERS The meeting proceeded to the election of a chairperson/president, a secretary, and a treasurer. The following were duly nominated and elected to the of?ces indicated before their names: ChairperSon and President: Darrell Scott Vice President: Kareem Lanier Each of?cer so elected, being present, accepted his or her of?ce, and thereafter the chairperson presided at the meeting as chairperson, and the vice president acted as secretary of the meeting. CORPORATE SEAL The secretary presented for the approval of the meeting a proposed seal of corporation in the State of Ohio Certi?cate corporation, consisting of Delaware Secretary of State, Urban Revitalization Coalition, Inc. as a DOMESTIC ARTICLESXNON-PROFIT. 0n the motion duly made, seconded, and unanimously carried, the following resolution was adopted: RESOLVED, that the corporate seal in the form, words, and ?gures presented to this meeting is hereby adopted as the seal of this corporation. URBAN REVITALIZATION COALITION, INC. BIN: 82-1952477 RESOLVED FURTHER, that the secretary establish all corporate record books necessary for the operation of the corporation. ACCOUNTING YEAR The chairperson suggested that the meeting consider the adoption of an accounting year. On motion duly made, seconded, and unanimously carried, the following resolution was adopted: RESOLVED, that this corporation adopt an accounting year as follows: Date Accounting Year Begins: January Date Accounting Year Ends: December 3lst PRINCIPAL OFFICE LOCATION After some discussion, the location of the principal of?ce of the corporation for the transaction of the business of the corporation was ?xed pursuant to the following resolution unanimously adopted, on motion duly made and seconded: RESOLVED, that the address of Urban Revitalization Coalition, Inc., in the state of Delaware will hereby designated and ?xed as the address, city and county in which the principal of?ce for the transaction of the business of this corporation shall be located, until changed by subsequent resolution of this board. ESTABLISHMENT OF BANK ACCOUNT The'chairperson suggested that the directors consider the proposal of establishing a bank account. On motion duly made, seconded, and unanimously carried, the following resolution was adopted: RESOLVED, that the president is authorized and directed to execute and ?le all necessary applications for a corporate Employer Identi?cation Number 82-1952477 RESOLVED FURTHER, that the corporate bank account shall he opened at Chase Bank. RESOLVED FURTHER, that all checks drawn on this bank account must be signed by the President and the treasurer. INCORPORATION EXPENSES In order to provide for the payment of the expenses of incorporation and organization of the corporation, on motion duly made, seconded, and unanimously carried, the following resolution was adopted: RESOLVED that the president and the treasurer of this corporation be, and they hereby are, authorized and directed to pay the expense of the incorporation and organization of this corporation. URBAN REVITALIZATION COALITION, INC. EIN: 82-1952477 AUTHORIZATION TO FILE WITH GOVERNMENTAL AGENCIES l. Exemptions from Federal and State Taxes. The chairperson explained that federal and state tax exemptions are available to certain nonpro?t corporations. On motion duly made, seconded, and unanimously carried, the following resolution was adopted: RESOLVED, that the president consult with legal counsel to ascertain the availability of exemptions from taxation under the federal and state tax codes and, if such are available, the president is authorized and directed to execute and ?le all necessary applications for exemptions from such tax with the appropriate state and federal tax authorities, and to pay necessary ?ling fees. 2. Statement of Information. The following resolution was moved, seconded, and unanimously carried: RESOLVED, that the president is authorized and directed to execute and ?le with the of?ce of the Secretary of State the Statement of Information, setting forth the names and addresses of the corporation, its of?cers, directors, and registered agent for service of process. 3. Compliance with Local Solicitation Ordinances. The following resolution was moved, seconded, and unanimously carried: RESOLVED, that the president is directed to ascertain any and all legal requirements imposed on organizations soliciting funds for charitable purposes from the public in the state of Delaware. RESOLVED FURTHER, that the president is authorized and directed to make all necessary ?lings and obtain all necessary permits authorizing and allowing this corporation to make public solicitations for contributions for charitable purposes in the jurisdiction named above. ADJOURNMENT There being no further business, on motion duly made, seconded, and unanimously carried, the meeting was adjourned. Date: 5'33! 4'5? Snoretary THE TREASURY INTERNAL REVENUE SERVICE CINCINNATI OH ?5999*0023 Date of this notice: 06-22-201? Employer Identification Number: 82-1952477 Form: 53-4 Number of this notice: CP 575 URBAN REVITALIZATION COALITION meter?: LANE-1R 3128 MAYFIELD RD For assistance you may call us at: CLEVELAND HTS, OH 44118 . 1-800?829?4933 IF YOU WRITE, ATTACH THE STUB AT THE END OF THIS NOTICE. WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER Thank you for applying for an Employer Identification Number we assigned you BIN 32~1952477. This BIN will identify you, your business accounts, tax returns, and decuments, even if you-have no employees. Please keep this notice in-your permanent records. When filing tax documents, payments, and related correspondence, it is very important that you use your RIM and complete name and address exactly as shown above. Any variation may cause a delay in processing, result in incorrect information in your account, or even cause you to be assigned more than one BIN. If the information is not correct as shown above, please make the correction using the attached tear?off stub and return it to us. When you submitted your application for an EIN, you checked the box indicating you are a non-profit organization. Assigning an EIN does not grant tax-exempt status to nonrprofit organizations. ?ublication 557. Tax~3xempt Status for Your Organization, has details on the application process. as well as information on returns you may need to file. To apply for recognition of tax-exempt status under Internal Revenue Code_5ection 501(c)(3). organizations must complete a Form lOZB?series application for reCognition. All other entities should file Form 1024 if they went to request recognition under Section 501(a]. . Nearly all organizatiOna claiming taxeexempt status must file a Form 990?series annual information return (Form 930, or 990-9?) or notice {Form 99U-N) beginning with the year they legally form, even if they have not yet applied for or received recognition of tax-exempt status. Unless a filing exception eopliee to you (search for Annual Exempt Organization Return: Who Must File}, you will lose your tax-exempt status if you fail to file a required return or notice for three consecutive years. We start calculating this three-year period from the tax year we assigned the EIN to you. If that first ten year isn't a full twelve months, you're still responsible for submitting a return for that year. If you didn't legally form in the some tax year in which yen obtained your EIIN, contact us at the phone mutter or address listed at the top of this letter. I do: the most current information on your filing requirements and other important infor?ation, visit i (IRS USE 5753 06-22-2017 UREA 0 9999999999 35-4 IMPORIANT REMINDERS: Keep a copy of this notice in your permanent records. This notice is issued only one time and the IRS will not.he able to generate a duplicate copy for you. You may give a copy of this document to anyone asking for proof of your EIN. Use this BIN and your name exactly as they appear at the top of this notice on all your federal tax forms. Refer to this EIN on your tax?related oorresPondence and documents. Provide future officers of your organization with a copy of this notice. Your name control associated with this BIN is UREA. You will need to provide this information, along with your if you file your returns electronically. If you have questions about your BIN, you can contact us at the phone number or address listed at the top of this notice. If you write, please tear off the stub at the bottom of this notice and include it with your letter. Thank you for your cooperation. Keep this part for your records. CF 575 (Rev. 7-2007) Return this part with any correspondence so we may identify your account. Please CF 575 correct any errors in your name or address. 9999999999 Your Telephone Number Best Time to Call DATE OF THIS NOTICE: 06-22?2017 - EMPLOYER IDENTIFZCAIIDN NUMBER: 32-1952477 roam: 55?4 noeoo i INTERNAL REVENUE SERVICE URBAN REVITALIZATION COALITION CINCINNATI on 45999-0023 KAREEM LANIER 3123 RD CLEVELAND HTS: OH 44118 EldflEJEBlEl 1?:45 215921B234 THE UPS STORE - E11 2:01 {30 PM #3400 IRS PAGE 1 OF 2 INTERNAL REVENUE SERVICE IE IRS FAX TRANSMISSION Omar Sheet Date: April 16, my T0: 635515.51 Address??ganizatimn: I C3 LEAN EWJ Fax Number: If?) CI C9578 Fromr jiha- . Ii?ldreum Igw . Mt. Fax Number: (3513;296-9752 'lz?g Of?ce Number:? In"! 7' (I. 0 3 7' Number of pages: 2 Including cover page This wm?muniaa?un is int'm IBEI for the EDIE use of he indivi duaI to whom it is addrassed and may can lain can?dnn?al infarma?un that is privileged. ?9N?d3nh?I and under IIYOH are the intended yen are hereby nn??ad that any diasarnina?un. or copying of hi: communication is strictly prohibited by the pruvi?inns of fhe Internal Revenue cuda- If yuu have remind this anmmunlnatiun in error. plus: a: cantact the sender immec?ately by telephone. Thank you. RECEIVED B?r? IRS-EEFFIX E?lr?lEu'EllEl 17:46 215921'284 THE LIFE STEIRE GQIIBIZOIS 2:01:40 PM "0400 IRS PAGE URBAN HEVITALIEATIDN COALITION NC 32?1 952477 Information Request First Request Infomatlorr We need to make our determination PAGE 82 (FE 1) Include the fell-Ti ring declaration with your response, signed and dated by an of?cer, director, trustee, or other governing; body member [not an authorised representative). You can sign and date the statement below or reproduce it in the body of your signed response. The declaration must accompany responses per Revenue Procedl. re 2019-5. Under pencil. es #pe?'ury, I district's that I have examined this information, including uccomporpc?n gr documents. and. to the best afoot ioiowlee'ge and bclz's? the information contains oil the reliever rotating to the rsgnesrfor the informmioo, and suchjircir are true, correct, SIGN HERE and completeDate 2) Your organizing; IRC Section 502.( To meet these requirements, locument (Delaware Certi?cate of Incorporation) does not meet the organisational test of you must amend your organizing document to include adequate purpose and dissolution clauses then sign below to verify you completed the amendment. The following is an an ample of acceptable purpose and dissolution clauses: Said organics .tion is organized exclusively for charitable, religious, educational, and. scienti?c purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organ: izations described under Section 501(c)(3) of the Internal. Revenue Code, or corresponding section of any future federal tart code. Upon the dies elation of the organization, assets shall be distributed for one or more exempt. purposes will in the meaning of Section 501(c)(3) of the Internal Revenue Code, or 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 disposed of shall he disposed of by a court of competent jurisdiction in the county in which. the principal of?ce of the organisation is then located, exclusively for such purposes or,- to such organization or organisations as said Court shall determine, which are organised and operated exclusively for such purposes . See page 7 ct?thc .t'cstrucn?omfor Form 1023 at wwai?sgov for more details and examples of speci?c language that meets the requirements. A corporation must ?le an amendment with the appropriate state agency. Note: You don?t no to submit a copy of your amendment. We amended our organizing document as indicated to include the above provisions or other substan lly simibb gym; meet the requirements of Section 501(c)(3). Raid sron ERE Letter 1312 (Rev. 11-201?) RECEIVED av edits/2019 (GMT-0H: 00) Department of the Treasury Internal Revenue Service IRS Tax Exempt and Government Entities PO Box 2508 Cincinnati, OH 45201 Date: April 10, 2019 URBAN REVITALIZATION COALITION INC 3128 MAYFIELD RD Person to contact! ID number: CLEVELAND HEIGHTS, OH 44118 Jason Sammons 0677004 Contact telephone number: 51 3-975-6578 Contact fax number: 855-296?9752 Response due date: May 8, 2019 Dear Applicant: Why you are receiving this letter We need more information to consider your determination letter request. What you must do Please provide the information requested and follow the submission instructions. You must submit your response by the due date above. If you don?t respond If you don?t respond to the Information Request by the due date, or don?t provide all the requested information, we may close your case without making a determination. If so, we won?t refund any user fee you paid, and you?ll need to submit a new request and any applicable user fee payment if you want us to reconsider your request. Alternatively, if you haven?t established that you meet the requirements for exemption for the subsection requested, we may make an adverse determination. In addition, if you don?t provide the requested information by the due date, you may lose your rights to get a declaratory judgment. Under Internal Revenue Code (IRC) Section 7428(b)(2), you must exhaust all administrative remedies available to you within the IRS before a court will issue a declaratory judgment about your exempt status. This requirement means you must take all reasonable steps in a timely manner to secure a determination under IRS procedures, including providing the information we need to act on your request. If you fail to timely provide the requested information, you may lose your rights to obtain a declaratory judgment under Section 7428. Additional information If you have questions or need additional time to respond, call me at the number at the top of this letter. If you have concerns after speaking with me, you can call my supervisor Tyler Chumney at 513-975-6143. Letter 1312 (Rev. 4-2017) Catalog Number 35163W URBAN REVITALIZATION COALITION INC 82-1952477 The Taxpayer Advocate Service (TAS) is an independent organization within the IRS that can help protect your taxpayer rights. TAS can offer you help if your tax problem is causing a hardship or you?ve tried but haven?t been able to resolve your problem with the IRS. If you qualify for TAS assistance, which is always free; TAS will do everything possible to help you. Visit taxpayeradvocateirs. gov or call 1-877-777-4778. Sincerely, JMOW SW Jason Sammons Exempt Organizations Specialist Enclosure: Information Request Letter 1312 (Rev. 4-2017) Catalog Number 35163W URBAN REVITALIZATION COALITION INC 82-1952477 Information Request First Request Information we need to make our determination 1) 2) Include the following declaration with your response, signed and dated by an of?cer, director, trustee, or other governing body member (not an authorized representative). You can sign and date the statement below or reproduce it in the body of your signed response. The declaration must accompany responses per Revenue Procedure 2019-5. Under penalties of perjury, I declare that I have examined this information, including accompanying documents, and, to the best of my knowledge and belief the information contains all the relevant facts relating to the request for the information, and such facts are true, correct, and complete. SIGN HERE Date Your organizing document (Delaware Certi?cate of Incorporation) does not meet the organizational test of IRC Section 501(c)(3). To meet these requirements, you must amend your organizing document to include adequate purpose and dissolution clauses then sign below to verify you completed the amendment. The following is an example of acceptable purpose and dissolution clauses: Said organization is organized exclusively for charitable, religious, educational, and scienti?c purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations described under Section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code. Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or 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 disposed of shall be disposed of by a court of competent jurisdiction in the county in which the principal office of the organization 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. See page 7 of the Instructions for Form 1023 at for more details and examples of speci?c language that meets the requirements. A corporation must ?le an amendment with the appropriate state agency. Note: You don?t need to submit a copy of your amendment. We amended our organizing document as indicated to include the above provisions or other substantially similar wording that meet the requirements of Section 501(c)(3). SIGN HERE Letter 1312 (Rev. 4-2017) Catalog Number 35163W URBAN REVITALIZATION COALITION INC 82-1952477 How to submit the requested information (do?s and don?ts) 0 Don?t include any personal identifying information like bank account or social security numbers that could result in identity theft or other adverse consequences if publicly disclosed. If we approve your application for exemption, we?re generally required by law to make the application and the information you submit in response to this letter available for public inspection. If you have questions about the public inspection of your request or other documents, please call me. a Do include the following declaration with your response, signed by one of your principal of?cers or directors: Under penalties of perjury, I declare that I have examined this request, or this modi?cation to the request, including accompanying documents, and to the best of my knowledge and belief, the request or modification contains all the relevant facts relating to the request, and such facts are true, correct, and complete. 0 Do attach a copy of the cover letter to your response. This enables us to quickly and accurately associate your response with your case ?le. I Do fax or mail your response to: Fax: US Mail: Street Address (delivery service): 855-296-9752 Internal Revenue Service Internal Revenue Service ATT: Jason Sammons Exempt Organizations Exempt Organizations Room 6403 P. O. Box 2508 550 Main St., Federal Bldg. Group 7829 Cincinnati, OH 45201 Cincinnati, OH 45202 ATT: Jason Sammons ATT: Jason Sammons Room 6403 Room 6403 Group 7829 Group 7829 9 Don?t provide multiple copies of your response. Providing more than a single response may result in unnecessary delays in processing your response. We must process, assign, and review each piece of correspondence submitted (whether fax or mail). 0 Do allow adequate processing time if you want to call to verify we received your response. If you fax your response, allow a minimum of three workdays from the day you fax it. If you mail your response, allow a minimum of seven workdays from the day you mail it. - Letter 1312 (Rev. 4-2017) Catalog Num ber 35163W . ..