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VERIFICATION
T have read the foregoing Plaintiff JANE BE DOE’:
Interrogatories, Set One Propounded by Defendant BIG 's Responses to Form
BROTHERS BIG SISTERS OF
AMERICA and know its contents.
: Tam a party to this action. The matters stated
own knowledge exce; pt as to those matters which are in th e foregoing document are true of my
state d on information and belief, and as to
those matters I belie ve them to be true.
I declare under penal Ity of perjury under the laws of the State of
foregoing is true and correct . California that the
Executed on August
191
, 2021, at Hollister , California.
10 Plaintiff Jane Be Doe
Print Name of Signatory
ll Signature
12
Zs
= 13
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body Aes
—_
EDMUND G. BROWN JR. State of California
Attorney General DEPARTMENT OF JUSTICE
1300 E STREET
PO BOX 903447
SACRAMENTO, CA 94205-4475
Public : (916)44: 1X8
Fuvinnile: (916) 654
Email: cicsolution@doj.ca.gov
October 29, 2010
OVTONE, LEACH, OLSEN, & RAY, LLP. CT FILE NUMBER: 073438
C/O MATTHEW OTTONE
17 EAST GABILAN ST
SALINAS, CA 93901
RE: Dissohition of BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY
Dear Directors:
Based on the representations made in your October 26, 2010 letter and the supporting documents
included with it, the Attorney General’s office waives objection to the disposition of the assets of the
captioned corporation upon dissolution. (See Corporations Code section 6714.) [suction 8716 for mutual
benefit corporations].
The corporation may complete its dissolution with the California Secretary of State's office.
AFTER the Secretary of State has endorsed the corporation's Certificate of Dissolution, please submit a
cory to the undersigned at the address set forth above,
If the corporation had asscts at the time of dissolution , please also provide a final financial
report for the last cumplcte accounling period through the date in which the erganization’s asset balance
was reduced Lo zero.
2
Sincerely, br At
KENNETH 8, BOHATY
Staff Services Analyst
Registry of Charitable Trusts
For EDMUND G. BROWN JR.
Attorney General
a
wd
>
Ww
wa Dec CT-684 Dissolution waiver with Assets
4
D1071853
wd Us DISS NP
Ke x State of California
Secretary of State
B
in the officeof the Secretary of State
Domestic Nonprofit Corporation of the Stateof California
Certificate of Dissolution
FEB 17 2011
Thara ig na fae for filinga Cartificate of Dissolution,
IMPORTANT - Read [structions before completing this form. ‘This Space For Filing Usa Only
Corporate Name _ (Enter the name of the domestic nonprofit corporation exactly8s Ht Is of cecord with the Catifomia Secretary
of State.)
1, Namp of corporation
BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY
Raquired Statements _ {Ths following vtatomants erg required by staluta and should notbe sliered.}
2, a) A Banal franchise tax retium, as described by Saction 23332 of tha Califomia Revenue and Taxatian Code, has bean of will be fisd with the
Franchise Tax Board, as sequired under Part 19.2 (commencing with Section 18404) of Division 2 of the Revenus and Taxation Code:
b) The corporation has been completely wound up.
¢} The corporation is dissolved.
Debts and Liabilities (Check the spptcable statamant, Note: Only one bax may be chackad.}
3, [7] The comoration’s knovm debis and Siabiliies have been actually paid.
[7] the corporation's known debts and ltabilties have been paid as far as tts assets permltied.
[YJ The corporation's known debts and liabililizs have been sdequalely provided for by thelr essumpticn and the name and address of the
assumerls SO¥S AND GIRLS CLUBS OF MONTEREY COUNTY , 1332. LaSalle Ave., P.O. Pox 97, Seaside,
{7] the corporation's known debts and liabilities have been adequately provided for as far as Its assets permitted. CA 93955
(Spectly in an sktechment to this cerificste {ncorporsted hersin by this reference) tha provision made snd the eddress of ihe comporation, porsea or
governmanial agency that has assumed of guarsatéed the paymanl, or tha hama and addrece af the depositary with which deposit has been made or other
Infomaiion necessary to onebia creditors pr.othiors to whem paymont 6 to be modo fo appeer and claim payment.)
11] The corporation never Incurred any known debts or liabilites.
ASSetS (Mutual Boneh
of Consumer Cooperative Corporations ONLY: Check the epplicable etalemant. Note: Only ane bax may bs checked. II the corporation Ie @
publle benefit oF eetigious corporation, leave Kem 4 blank and attach to this Certifcals of Dissolulan a ‘etter from the Anamay General waiving abjéctions ta tho
distibution of the comoretion’s
assets pureuantio Cattornia Corparations Code soeiton 47 16{c) or confirming the corporation has no sssats (see Inctruciions).)
4. [7] The known essels have been distributed to ihe persons eniiled tharato. Oo ‘The comoration never goquired any known assets.
Election (Check the “YES* of “NO* box as applicable. Nota: If the "NO" box Is checked, 2 Cartiftcate of Election ta Wind Up and Dissolve pursuant to Caliiorala
Corporations Code section 1901, 6811, 8611, 6880or 12831 musi be filed prforta or tagather with this Certificate of Diszotution,)
5, The election to dissotve was made by the vole of all the members of the corporation or the corporation (Z] ves C] so
‘has no members and the elaction was mace by the vole of all the ditaciors af the comporation.
na
Yorification and Execution (it additional signature space is necessary, tha dated tignatura(e) with verifcatlon(s) may be made on an attachment ta thie
. certificate. Any attachments to tis certificate are Incorporaled herein by this raferanoa,
6, The undersigned constitule(s) tha sole director or @ majority of tle directors now in office. | dec! 8 penalty of perjury under the laws of
Ina State of Catifomia that the matters eet forth In this certificate are rua and correct of my, ken
October 22, 2010
Dale
Lp pan, 14 Pajat8: , President
Signature of Type or Print Nama of Director
tA
Lis;
ignature of £
TtbMAL AA, ob IN
Phil Wilhelm, Vice Prasident
Doug Li reasurer
Signature of Director Type oFrint ‘Name of Director
Ua
DISS NP (REV 01/2010) APPROVED BY SECRETARY OF STATE
California Secretary of State
Business Programs Division
aa 1500 11th Street, Sacramento, CA 95814
Request Type: Certified Copies Issuance Date: 07/03/2023
Entity Name: BIG BROTHERS/BIG SISTERS OF Copies Requested: 1
MONTEREY COUNTY Receipt No.: 004606034
Formed In: CALIFORNIA
Certificate No.: 126618325
Entity No.: 1646036
Entity Type: Nonprofit Corporation - CA - Public
Benefit
Document Listing
Reference # Date Filed Filing Description Number of Pages
22388840-1 02/17/2011 Termination 2
Sneek tereMk ReEEHEEE Enid of [igh TETREIER tettek nine ae
|, SHIRLEY N. WEBER, PH.D., Califomia Secretary of State, do hereby certify on the Issuance Date, the
attached documentts) referenced above are true and correct copies and were filed in this office on the
date(s) indicated above.
IN WITNESS WHEREOF, | execute this
certificate and affix the Great Seal of the
[ees State of California on July 03, 2023.
3a Si
he
ex: Sy
oe
\i
St Pee
a
SHIRLEY N. WEBER, PH.D.
Secretary of State
To verify the issuance of this Certificate, use the Certifcate No. above with the Secretary of
State Certification Verification Search available at bizfileOnline.sos.ca.gov.
Page 1 of 3
OttoneLeachOlsen&R
ANKE FRASSETTO OLSEN DANIELLE GLCASON TARRICONE
ANNE C. Leach Ana ©. ToLeco.
Matosew W. OTTONE GEORGE E. McIwnis, OF COUNSEL
GARY R. Ray
October 26, 2010
043438
Department of Justice
SCENE.
State of California
Registry of Charitable Trusts
P.O. Box 903447
Sacramento, CA 94203-4470
OCT 28 2010
Re: Dissolution and Disposition of Assets
Big Brothers/Big Sisters of Monterey County
Corporate Number C164036
ccna rats
Charity Number @073438
Dear Registrar:
Big Brothers/Big Sisters of Monterey County, a California nonprofit public benefit corporation, has
elected to wind up and dissolve. Pursuant to Corporations Code Section 6716(c), the corporation requests a
written waiver of objections to the disposition of the remaining assets in connection with its dissolution. For
your reference, please find the following enclosed documents:
Exhibit A: Big Brothers/Big Sisters of Monterey County’s Annual Renewal Fee Report for Tax
Year ending in 2008 and 2009°
Exhibit B: Big Brothers/Big Sisters of Monterey County's Board Resolution Approving
Dissolution and a copy of the Executed Certificate of Dissolution
Exhibit C: Big Brothers/Big Sisters of Monterey County’s last two fiscal years tax returns.
Exhibit D: Big Brothers/Big Sisters of Monterey County’s asset list.
Exhibit E: Boys & Girls Clubs of Monterey County’s Certificate of Status
Exhibit F: Boys & Girls Clubs of Monterey County’s Federal & State Exemption Letter
Big Brothers/Big Sisters of Monterey County’s assets consist of office equipment, more particularly
described in Exhibit D. The Treasurer of Big Brothers/Big Sisters of Monterey County warrants that none
of
these assets represent or consist of the proceeds of fundraising campaigns in which representat
ions were made to
the donors concerning the use of the donations.
” Big Brothers/Big Sisters of Monterey County cannot locate its Articles of Incorporation and submits the
RRF-
1 in place of the Articles. During the initial registration with the Attorney General, Big Brothers/Big Sisters of
Monterey County believes that a copy of the Articles of Incorporation was submitted to the Attomey General.
17 EAST GABILAN STREET . SALINAS CA 93901 831.758.2401 P | 831.758.2028 F WWW.OLORLAW.COM
2340 GARDEN ROAD, SUITE 203 . MONTEREY CA 93940 By APPOINTMENT ONLY
Big Brothers/Big Sisters of Monterey County
October 26, 2010
Page 2 of 2
The proposed distribution of the remaining assets of Big Brothers/Big Sisters of Monterey County is as
follows:
> One hundred percent (100%) of the wholly-owned assets, consisting of office equipment to Boys &
Girls Clubs of Monterey County, a California nonprofit public benefit corporation located at 85 Maryal
Dr., Salinas, CA 93906-3757.
The Treasurer of Big Brothers/Big Sisters of Monterey County’s warrants to the best of his knowledge
that the Boys & Girls Clubs of Monterey County is organized and operated for charitable purposes. Please see
the Boys & Girls Clubs of Monterey County’s Articles of Incorporation and Federal Exemption Letter attached
hereto as Exhibits E & F. The Board of Directors of Big Brothers/Big Sisters of Monterey County unanimously
selected and approved of this corporation.
Tf you need further information, clarification, or documentation, please contact the undersigned.
Very truly yours,
Matthew W. Ottone
For OTTONE LEACH OLSEN & RAY LLP
DGT:MWO:na
Enclosures
RE! Cel VEeo
Bitomney Generel
act 28 2010
tte
DISS NP
£8 SS
: a State of California
ies)
Secretary of State
Domestic Nonprofit Corporation
Certificate of Dissolution
There is no fee for filing a Certificate of Dissolution,
IMPORTANT— Read Instructions before completing this form. ‘This Space For Filing Use Only
Corporate Name (Enter the name of tho domestic nonprofit corporation exactly as itis of record with the California Secretary of State.)
4. Name of cor
BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY
Required Statements {The following statoments are required by slotule
and should nol be altered.)
2, a) A final franchise tax retum, as described by Sectlon 23332 of the Calffomia Revenue and Taxation Code, has been or will be filed with the
Franchise Tax Board, as required under Part 10.2 (commencing with Section 18401) of Division 2 of the Revenue and Taxation Code.
b) The corporation has been comptately wound up.
¢) The corporation is dissolved.
Debts and Liabilities (Check
the applicable statemort, Note: Only one box may be chackod.)
3. [[] The corporation's known debis and fablilties have been actually paid.
[1 The corporation's known debts and liablies have been paid as far as its assets penmitted,
YW The corporation's known debts and liabilities have been adequately provided for by thelr assumption and the name and address of the
assumer is BOYS AND GIRLS CLUBS OF MONTEREY COUNTY.
o ‘The corporation's known debts and llabiilties have been adequalely provided faras faras Its assets permitted.
(Spectty in an attachmentto this cerlifcate (incorporated hereln by this raterence) the provision made and
govemmeniat agency that has assumed or guarantood the payment, or tho name and address of the depositary the address of the corporation, person or
with which deposit has bean mada or olher
Information necessary to enable creditors or others to whom payment is to ba mode to appear and cislm payment.)
11] The corporation naver incurred any known debts or llabliues.
Assets (Mutual Benefit or Consumer Cooperative Carporations ONLY: Check the applicable statement. Note: Only one box may be checked. Ifthe corporation is 9
pubic beneld or religious comoration, teave Hem 4 blank and atiach to this Certiicate of Dissolution a letter from the ‘General weiving objections to
distribution of the corporation's assets pursuant lo Calilomia Corpormgons Code section 8718(c) or confirming the corporalion hes no assets (see instructions).}
‘The known assets have been distributed to the persons entitled thareto. 7] The corporation never acquired any known assets,
Election (Check the "YES" or “NO* box as applicab! Note: If the "NO" box Is checked, a Certificate of Election to Wind Up and Dissolve pursvant to Catifornia
Corporations
Code section 1801, 6611, 8811, 8680 or 12631 mustbe Mad pilorto or togethar
wilh this Certificate of Dissotution.)
5. The election to dissolve was made by the vote of all the members of the corporation or the corporation
has no members and the election was made by the vote of aff the directors of the corporation. Wves [no
Verification and Execution {if addtional signature space is necessary, tho dated elgnature(s) with verificatian(s) may be msde on sn atachment to this
cortificeda. Any attachments to this cartificate are incorporated herein by this rafarence.)
6, The undersigned constitute(s) tha sote director or a majority of the diractors now in office. I dect e under penalty
of perjury under tho laws of
the State of Catifornia that the matters set forth In this certificate are true and correct of my p 6
October 22, 2010
LL La, 1g Bi |, President
Signature of B Type or Print Name of Director
Li EY
Fintisty TMM Ata Phil Wiheim, Vice President
gnatureof Firecttr 0
‘General's
nr 2 ond Doug kt Treasurer
Signature of Director OUT o tui 6 ‘Type oyPrint Name of Director
DISS NP (REV 02/2010) IO APPROVED BY SECRETARY OF STATE
MINUTES OF THE SPECIAL MEETING OF
THE BOARD OF DIRECTORS OF
BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY,
A CALIFORNIA PUBLIC BENEFIT CORPORATION
A special meeting of the board of directors of this corporation was held on October 21,
2010, in Monterey County, California.
The following directors were present at the meeting: Phil Wilhelm, Julie Cavassa (by
telephone), James Hall, Doug Lee, and Patsy Schulte. Phil Wilhelm presided as Chairman and
Patsy Schulte as Secretary of the meeting. Peter Baird was not in attendance, but authorized Phil
Wilhelm to act as his proxy.
All directors consented to the calling of the meeting and executed the Waiver of Notice and
Consent to Holding of the Special Meeting attached hereto.
The Chair announced that the purpose of the meeting was to consider the winding up and
dissolution of the corporation. After discussion, the following resolutions were unanimously
adopted:
RESOLVED, that the directors have determined that it is in the best interests of this
corporation that this corporation be wound up and dissolved.
RESOLVED FURTHER, the board of directors and officers are authorized and directed to
execute any and all instruments as may be necessary or reasonable to complete the dissolution and
to wind up the Corporation’s affairs, including the obtaining of the waiver of dissolution from the
Attorney General’s Office and the filing of a Certificate of Dissolution in accordance with
Corporations Code Section 6615. The board of directors and officers are further authorized to file a
copy of the certificate with the California Attorney General.
FURTHER RESOLVED, that the board of directors and officers are authorized and directed
to distribute One hundred percent (100%) of the wholly owned assets of Big Brothers/Big Sisters of
Monterey County, a California nonprofit public benefit corporation, Secretary of State entity
number C1646036, upon consent of the Attorney General, to Boys & Girls Clubs of Monterey
County, a California corporation.
There being no further business to come before the meeting, the meeting was adjourned on
motion duly made, seconded, and unanimously carried.
.
By: Oe
er Rhy ve
PAC ithed Patsy Schulte Og GS ae
WAIVER OF NOTICE AND CONSENT
TO HOLDING OF THE SPECIAL MEETING OF
THE BOARD OF DIRECTORS OF
BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY,
A CALIFORNIA PUBLIC BENEFIT CORPORATION
The undersigned, constituting one hundred percent (100%) of the Directors of this
corporation, hereby waive notice and consent to the holding of a special meeting of the Board of
Directors held on October 21, 2010, for the purpose of:
1 Considering and acting on an election to wind up and dissolve the corporation, and
2 Transacting any other business as may come before the meeting.
This waiver of notice and consent is made in compliance with the terms of Corporations
Code § 5211, and the undersigned consent to the same being made a part of the records of the
meeting. Any business transacted at the meeting will be as valid as if conducted at a regularly
called and noticed meeting.
Mla Peter B&rd, President
B
Pm Wilhel! , Vice President
eZ
FOR PETER Bhi RO
» Bt
Jule Cavassa
Once v
on Lal
Jamies Hall
lg
h DougLee, Treasurer
By: Qo Ze S28 Ma
Paty Sohute SS Seba VR
=—_—=_-_.
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a aL [han
PF - eT itis
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ay
SECRETA RY OF STATE
CERTIFICATE OF STATUS
DOMESTIC CORPORATION
|, KEVIN SHELLEY, Secretary of State of the State of California, hereby certify:
That on the 22nd day of November, 1968, BOYS & GIRLS CLUBS OF
MONTEREY COUNTY became incorporated under the laws of the State of
California by filing its Articles of Incorporation In this office; and
That no record exists in this office of a certificate of dissolution of sald
corporation nor of a court order declaring dissolution thereof, nor of a merger or
cohsolidation which terminated Its existence; and
That sald corporation's corporate powers, rights and privileges are not
suspended on the records of this office; and
That according to the records of this office, the said corporation is authorized to
exercise ail its corporate powers, rights and privileges and is in good legal
standing in the State of California; and
That no information |s available in this office on the financial condition, business
activity or practices of this corporation,
IN WITNESS WHEREOF, | execute this
certificate and affix the Great Seal
of the State of Califomia this day
of March 11, 2003.
KEVIN SHELLEY
Secretary of State
rep ete ——-
OS G8 74700 a |
muarvns ony “py ret 1.0, Box c6uay, | renciece, Cait, 94102
Deparkne of the Treasury
eo eSSTte
ist Dirseta,
Internat Revenue
Date: Service
4 DEC jog Ja mpy rater te:
133 Code 428
*
X, a
727:
EG 25
SIS ESS 96
796
Boyd Llub of » aitere
y Fur a
Pp 0 Box 72
Sa
Seg e
lee, ¢ 1ifornia
35055
Our Letter Dated: February 2, 1969
In our above letter, we advised you thec you
exeppt from Pederal vere recognized ag
ine, Ore Lax a ad organization
301 (e)(3) of the Internal Reven wa Code, described tn section
whe ether Hovever, ve did Not deterzine
you are a private foun dation ,
Based on the information you recent
your organization Y submic ted, ve have
as one that da not a private classified
section 509(a) of fo undation as define
the Code because you sre an d in
sectton 70> )(4)(A)( vil) and $09(2) organization described
(1), in
This classification
ia b
vill continue ag you have don the assum ptien that your Operation
stared . Please nott fy s
your purposes, character us of any chenges in
, or method of operat
consider their affece on On so that ve cen
your status .
Bucause this letter cou 1d help res
olve any questions abou
exenpt statue
perasnent
and private for madation status, piease = your
xeep it in your
recerda,
Sincerely youre,
Ee
——
Ae.
so
A
& So e ge i
Districe Directer
FL-1330 thw. 11.72
al
7. Departent ofthe Treasury
faternal Revenue Service
Plo. Box 9941
In reply refer to:
Osden UT 84409 29168059 3
May 62, 2000 LTR 28ec
24-1752 53 eonose
noo a0 oo
- a 03383
a
BOYS & GIRLS CLUBS oF MONTEREY
COUNTY
PO BOX 72
SEASTDE CA 93955-9072721
Taxpayer Identification Number:
a
Dear Taxpayer:
Thank you for the inguiry dated Mar. ao, 2000,
We have changed business your
name as requested. The number
above is valid for
use on all tax docume shown
we have ordered nts . For vour convenience,
corre ected Forms 8109,
for you to make your deposi Federal Tax Deposit Coupons
t. You should receive them
Six weeks, REMINDER - Your new bus in five to
if you deposit iness n ame should alse be used
electron ically. You can make Electronic
Transfer (EFT) payments using
Funds
th @ government's S Ele
Tax Payment System (EFTPS) ctranic Federal
throu osha f inancial
Process tax payments. agent designated to
If vou have any auestions,
Please call US toll free at
If you prefer, you may write to us at
1-809-829-1069,
of the first the address shown at
oa ge of this letter, the top
Whenever you write, Please include this
below, give us your telephone numbe
letter and, in the spaces
rowith the hours we can
Also, you may want to keep 3 copy of this
reach you.
letter for your records,
Telephone Number ¢ >— ne Hours_ -
ail
ut leparmert c! 22K
intema! Revenue Sersce
YO
Ms e2 2916B03013
Mey e2, 200g LTR 252¢
94-1702753 so0c00
——— Oo 400
D1346
BOYS 8 GIRLS CLUBS OF MONTEREY
COUNTY
FO BOX 72
SEASIDE cA 93955-0072771
Thank you for your cooperation,
Sincerely yours,
‘
Georgia
ce
lores
DS La
Chief, Research & Perfection Branch
Enclosure(s);
Copy of this letter
Internal Revenue Service
Department of the Treasury
Distr ict
tet Director
Date:
Varen 23, 1988 Date of Exemption:
Invhal Kevemit Code Section: SOc;
Refer Repiy to:
e¢:
Girt ub of the Monterey Peninsula EP/EO:EQ4
Sal le
Sal venue
Be x 72
Be.
Seasice, CA $3955
Gentlemen:
hank you for submitting the information shown below. We heve nade
ita part of your file.
The changes indicated do not adversel: y affec
t your exenpt status
and the exemption letter issued to you con
tinues in effect.
Please let us know about any future change in the charac: ter,
purpose, sethod of cperation, name o vr address of your Organization.
This is a requirem ent
ert fer retaining your exempt status.
Thank you for your cooperation.
Sincerely yours,
mst C. ube!
District Director
Item Changed From To
Boys Club of Monterey Boys and Girls Club
Peninsula of the Mentarey Peninsula
Om a seman nL ns aa ee
. grart OF CALORMA -
FRANCHISE TAX BOARD
logs 2 ¢
t CRAMENTO, CAUFERNIA 95504
Octaber 23, 1969
Boys Club of Monterey Peninsul
a, a
Aon-profit Corporation
¢/o Weingarten and HeGinty
Fremont Professional Centar
Fremont Soulevard and Williams Avenue
Seaside, CA 93555
.
Re: areep ct
cd on from Franchise éax
Gentlemen:
Ir is the cpinicn of this offica, based upon the evidence presented,
exeme from Scace Franchise cax that you a;
un der the provisions of Section 23701d of the
Revenue and Taxation Coda, as
ic
ex fusively as a charitable organi 8 shown that, you are organized and operated
+
‘zatlon.
Accordingly, you will nor b ® required to file franchise crax recums unless
change the charac ter of your organization,
you
organ the purposes for which you were
¢,.0r your mathod of Operarion. Any such changes should be teported
iomed acely co this office in order
chat their ef fect upon your exempt status mz
be determined,
i¢ in any year your gross incom
e exceeds $25,000 » you ate required
infermation rerura a1 nm Form 199 ca file an
on ar before che 15th day of che 5ch
falloving the clese of your fiscal month
year. These forms will be mailed co you if
provice us with your current y
postal addres. Se
te
lz you have incore fr om an
unrelated or. ad@ ot
provisians of Seccion 23731 of th 2 Ravenue and busin ess thac is taxah b le under
Taxat ion Code, _you musc file a ra
Form 109 ca o before che Lich day of the ~
seal
fi Sc year. 3rd
fo
mcach Edllow the clase af yo
s of this form may be obtained from
bran 3. this o. ce or any of its
:
Cons actors mar to you are daduscible by che donors
hee Lac nm che et in arriving at their taxa
and co the excenc provided by
and 2433 Poof the fea aad Taxacten - Sections 17214, 7245, 7
Code.
Preview
VERIFICATION T have read the foregoing Plaintiff JANE BE DOE’: Interrogatories, Set One Propounded by Defendant BIG 's Responses to Form BROTHERS BIG SISTERS OF AMERICA and know its contents. : Tam a party to this action. The matters stated own knowledge exce; pt as to those matters which are in th e foregoing document are true of my state d on information and belief, and as to those matters I belie ve them to be true. I declare under penal Ity of perjury under the laws of the State of foregoing is true and correct . California that the Executed on August 191 , 2021, at Hollister , California. 10 Plaintiff Jane Be Doe Print Name of Signatory ll Signature 12 Zs = 13 14 hs 15 16 17 18 19 20 21 22 23 24 25 26 27 28 body Aes —_ EDMUND G. BROWN JR. State of California Attorney General DEPARTMENT OF JUSTICE 1300 E STREET PO BOX 903447 SACRAMENTO, CA 94205-4475 Public : (916)44: 1X8 Fuvinnile: (916) 654 Email: cicsolution@doj.ca.gov October 29, 2010 OVTONE, LEACH, OLSEN, & RAY, LLP. CT FILE NUMBER: 073438 C/O MATTHEW OTTONE 17 EAST GABILAN ST SALINAS, CA 93901 RE: Dissohition of BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY Dear Directors: Based on the representations made in your October 26, 2010 letter and the supporting documents included with it, the Attorney General’s office waives objection to the disposition of the assets of the captioned corporation upon dissolution. (See Corporations Code section 6714.) [suction 8716 for mutual benefit corporations]. The corporation may complete its dissolution with the California Secretary of State's office. AFTER the Secretary of State has endorsed the corporation's Certificate of Dissolution, please submit a cory to the undersigned at the address set forth above, If the corporation had asscts at the time of dissolution , please also provide a final financial report for the last cumplcte accounling period through the date in which the erganization’s asset balance was reduced Lo zero. 2 Sincerely, br At KENNETH 8, BOHATY Staff Services Analyst Registry of Charitable Trusts For EDMUND G. BROWN JR. Attorney General a wd > Ww wa Dec CT-684 Dissolution waiver with Assets 4 D1071853 wd Us DISS NP Ke x State of California Secretary of State B in the officeof the Secretary of State Domestic Nonprofit Corporation of the Stateof California Certificate of Dissolution FEB 17 2011 Thara ig na fae for filinga Cartificate of Dissolution, IMPORTANT - Read [structions before completing this form. ‘This Space For Filing Usa Only Corporate Name _ (Enter the name of the domestic nonprofit corporation exactly8s Ht Is of cecord with the Catifomia Secretary of State.) 1, Namp of corporation BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY Raquired Statements _ {Ths following vtatomants erg required by staluta and should notbe sliered.} 2, a) A Banal franchise tax retium, as described by Saction 23332 of tha Califomia Revenue and Taxatian Code, has bean of will be fisd with the Franchise Tax Board, as sequired under Part 19.2 (commencing with Section 18404) of Division 2 of the Revenus and Taxation Code: b) The corporation has been completely wound up. ¢} The corporation is dissolved. Debts and Liabilities (Check the spptcable statamant, Note: Only one bax may be chackad.} 3, [7] The comoration’s knovm debis and Siabiliies have been actually paid. [7] the corporation's known debts and ltabilties have been paid as far as tts assets permltied. [YJ The corporation's known debts and liabililizs have been sdequalely provided for by thelr essumpticn and the name and address of the assumerls SO¥S AND GIRLS CLUBS OF MONTEREY COUNTY , 1332. LaSalle Ave., P.O. Pox 97, Seaside, {7] the corporation's known debts and liabilities have been adequately provided for as far as Its assets permitted. CA 93955 (Spectly in an sktechment to this cerificste {ncorporsted hersin by this reference) tha provision made snd the eddress of ihe comporation, porsea or governmanial agency that has assumed of guarsatéed the paymanl, or tha hama and addrece af the depositary with which deposit has been made or other Infomaiion necessary to onebia creditors pr.othiors to whem paymont 6 to be modo fo appeer and claim payment.) 11] The corporation never Incurred any known debts or liabilites. ASSetS (Mutual Boneh of Consumer Cooperative Corporations ONLY: Check the epplicable etalemant. Note: Only ane bax may bs checked. II the corporation Ie @ publle benefit oF eetigious corporation, leave Kem 4 blank and attach to this Certifcals of Dissolulan a ‘etter from the Anamay General waiving abjéctions ta tho distibution of the comoretion’s assets pureuantio Cattornia Corparations Code soeiton 47 16{c) or confirming the corporation has no sssats (see Inctruciions).) 4. [7] The known essels have been distributed to ihe persons eniiled tharato. Oo ‘The comoration never goquired any known assets. Election (Check the “YES* of “NO* box as applicable. Nota: If the "NO" box Is checked, 2 Cartiftcate of Election ta Wind Up and Dissolve pursuant to Caliiorala Corporations Code section 1901, 6811, 8611, 6880or 12831 musi be filed prforta or tagather with this Certificate of Diszotution,) 5, The election to dissotve was made by the vole of all the members of the corporation or the corporation (Z] ves C] so ‘has no members and the elaction was mace by the vole of all the ditaciors af the comporation. na Yorification and Execution (it additional signature space is necessary, tha dated tignatura(e) with verifcatlon(s) may be made on an attachment ta thie . certificate. Any attachments to tis certificate are Incorporaled herein by this raferanoa, 6, The undersigned constitule(s) tha sole director or @ majority of tle directors now in office. | dec! 8 penalty of perjury under the laws of Ina State of Catifomia that the matters eet forth In this certificate are rua and correct of my, ken October 22, 2010 Dale Lp pan, 14 Pajat8: , President Signature of Type or Print Nama of Director tA Lis; ignature of £ TtbMAL AA, ob IN Phil Wilhelm, Vice Prasident Doug Li reasurer Signature of Director Type oFrint ‘Name of Director Ua DISS NP (REV 01/2010) APPROVED BY SECRETARY OF STATE California Secretary of State Business Programs Division aa 1500 11th Street, Sacramento, CA 95814 Request Type: Certified Copies Issuance Date: 07/03/2023 Entity Name: BIG BROTHERS/BIG SISTERS OF Copies Requested: 1 MONTEREY COUNTY Receipt No.: 004606034 Formed In: CALIFORNIA Certificate No.: 126618325 Entity No.: 1646036 Entity Type: Nonprofit Corporation - CA - Public Benefit Document Listing Reference # Date Filed Filing Description Number of Pages 22388840-1 02/17/2011 Termination 2 Sneek tereMk ReEEHEEE Enid of [igh TETREIER tettek nine ae |, SHIRLEY N. WEBER, PH.D., Califomia Secretary of State, do hereby certify on the Issuance Date, the attached documentts) referenced above are true and correct copies and were filed in this office on the date(s) indicated above. IN WITNESS WHEREOF, | execute this certificate and affix the Great Seal of the [ees State of California on July 03, 2023. 3a Si he ex: Sy oe \i St Pee a SHIRLEY N. WEBER, PH.D. Secretary of State To verify the issuance of this Certificate, use the Certifcate No. above with the Secretary of State Certification Verification Search available at bizfileOnline.sos.ca.gov. Page 1 of 3 OttoneLeachOlsen&R ANKE FRASSETTO OLSEN DANIELLE GLCASON TARRICONE ANNE C. Leach Ana ©. ToLeco. Matosew W. OTTONE GEORGE E. McIwnis, OF COUNSEL GARY R. Ray October 26, 2010 043438 Department of Justice SCENE. State of California Registry of Charitable Trusts P.O. Box 903447 Sacramento, CA 94203-4470 OCT 28 2010 Re: Dissolution and Disposition of Assets Big Brothers/Big Sisters of Monterey County Corporate Number C164036 ccna rats Charity Number @073438 Dear Registrar: Big Brothers/Big Sisters of Monterey County, a California nonprofit public benefit corporation, has elected to wind up and dissolve. Pursuant to Corporations Code Section 6716(c), the corporation requests a written waiver of objections to the disposition of the remaining assets in connection with its dissolution. For your reference, please find the following enclosed documents: Exhibit A: Big Brothers/Big Sisters of Monterey County’s Annual Renewal Fee Report for Tax Year ending in 2008 and 2009° Exhibit B: Big Brothers/Big Sisters of Monterey County's Board Resolution Approving Dissolution and a copy of the Executed Certificate of Dissolution Exhibit C: Big Brothers/Big Sisters of Monterey County’s last two fiscal years tax returns. Exhibit D: Big Brothers/Big Sisters of Monterey County’s asset list. Exhibit E: Boys & Girls Clubs of Monterey County’s Certificate of Status Exhibit F: Boys & Girls Clubs of Monterey County’s Federal & State Exemption Letter Big Brothers/Big Sisters of Monterey County’s assets consist of office equipment, more particularly described in Exhibit D. The Treasurer of Big Brothers/Big Sisters of Monterey County warrants that none of these assets represent or consist of the proceeds of fundraising campaigns in which representat ions were made to the donors concerning the use of the donations. ” Big Brothers/Big Sisters of Monterey County cannot locate its Articles of Incorporation and submits the RRF- 1 in place of the Articles. During the initial registration with the Attorney General, Big Brothers/Big Sisters of Monterey County believes that a copy of the Articles of Incorporation was submitted to the Attomey General. 17 EAST GABILAN STREET . SALINAS CA 93901 831.758.2401 P | 831.758.2028 F WWW.OLORLAW.COM 2340 GARDEN ROAD, SUITE 203 . MONTEREY CA 93940 By APPOINTMENT ONLY Big Brothers/Big Sisters of Monterey County October 26, 2010 Page 2 of 2 The proposed distribution of the remaining assets of Big Brothers/Big Sisters of Monterey County is as follows: > One hundred percent (100%) of the wholly-owned assets, consisting of office equipment to Boys & Girls Clubs of Monterey County, a California nonprofit public benefit corporation located at 85 Maryal Dr., Salinas, CA 93906-3757. The Treasurer of Big Brothers/Big Sisters of Monterey County’s warrants to the best of his knowledge that the Boys & Girls Clubs of Monterey County is organized and operated for charitable purposes. Please see the Boys & Girls Clubs of Monterey County’s Articles of Incorporation and Federal Exemption Letter attached hereto as Exhibits E & F. The Board of Directors of Big Brothers/Big Sisters of Monterey County unanimously selected and approved of this corporation. Tf you need further information, clarification, or documentation, please contact the undersigned. Very truly yours, Matthew W. Ottone For OTTONE LEACH OLSEN & RAY LLP DGT:MWO:na Enclosures RE! Cel VEeo Bitomney Generel act 28 2010 tte DISS NP £8 SS : a State of California ies) Secretary of State Domestic Nonprofit Corporation Certificate of Dissolution There is no fee for filing a Certificate of Dissolution, IMPORTANT— Read Instructions before completing this form. ‘This Space For Filing Use Only Corporate Name (Enter the name of tho domestic nonprofit corporation exactly as itis of record with the California Secretary of State.) 4. Name of cor BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY Required Statements {The following statoments are required by slotule and should nol be altered.) 2, a) A final franchise tax retum, as described by Sectlon 23332 of the Calffomia Revenue and Taxation Code, has been or will be filed with the Franchise Tax Board, as required under Part 10.2 (commencing with Section 18401) of Division 2 of the Revenue and Taxation Code. b) The corporation has been comptately wound up. ¢) The corporation is dissolved. Debts and Liabilities (Check the applicable statemort, Note: Only one box may be chackod.) 3. [[] The corporation's known debis and fablilties have been actually paid. [1 The corporation's known debts and liablies have been paid as far as its assets penmitted, YW The corporation's known debts and liabilities have been adequately provided for by thelr assumption and the name and address of the assumer is BOYS AND GIRLS CLUBS OF MONTEREY COUNTY. o ‘The corporation's known debts and llabiilties have been adequalely provided faras faras Its assets permitted. (Spectty in an attachmentto this cerlifcate (incorporated hereln by this raterence) the provision made and govemmeniat agency that has assumed or guarantood the payment, or tho name and address of the depositary the address of the corporation, person or with which deposit has bean mada or olher Information necessary to enable creditors or others to whom payment is to ba mode to appear and cislm payment.) 11] The corporation naver incurred any known debts or llabliues. Assets (Mutual Benefit or Consumer Cooperative Carporations ONLY: Check the applicable statement. Note: Only one box may be checked. Ifthe corporation is 9 pubic beneld or religious comoration, teave Hem 4 blank and atiach to this Certiicate of Dissolution a letter from the ‘General weiving objections to distribution of the corporation's assets pursuant lo Calilomia Corpormgons Code section 8718(c) or confirming the corporalion hes no assets (see instructions).} ‘The known assets have been distributed to the persons entitled thareto. 7] The corporation never acquired any known assets, Election (Check the "YES" or “NO* box as applicab! Note: If the "NO" box Is checked, a Certificate of Election to Wind Up and Dissolve pursvant to Catifornia Corporations Code section 1801, 6611, 8811, 8680 or 12631 mustbe Mad pilorto or togethar wilh this Certificate of Dissotution.) 5. The election to dissolve was made by the vote of all the members of the corporation or the corporation has no members and the election was made by the vote of aff the directors of the corporation. Wves [no Verification and Execution {if addtional signature space is necessary, tho dated elgnature(s) with verificatian(s) may be msde on sn atachment to this cortificeda. Any attachments to this cartificate are incorporated herein by this rafarence.) 6, The undersigned constitute(s) tha sote director or a majority of the diractors now in office. I dect e under penalty of perjury under tho laws of the State of Catifornia that the matters set forth In this certificate are true and correct of my p 6 October 22, 2010 LL La, 1g Bi |, President Signature of B Type or Print Name of Director Li EY Fintisty TMM Ata Phil Wiheim, Vice President gnatureof Firecttr 0 ‘General's nr 2 ond Doug kt Treasurer Signature of Director OUT o tui 6 ‘Type oyPrint Name of Director DISS NP (REV 02/2010) IO APPROVED BY SECRETARY OF STATE MINUTES OF THE SPECIAL MEETING OF THE BOARD OF DIRECTORS OF BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY, A CALIFORNIA PUBLIC BENEFIT CORPORATION A special meeting of the board of directors of this corporation was held on October 21, 2010, in Monterey County, California. The following directors were present at the meeting: Phil Wilhelm, Julie Cavassa (by telephone), James Hall, Doug Lee, and Patsy Schulte. Phil Wilhelm presided as Chairman and Patsy Schulte as Secretary of the meeting. Peter Baird was not in attendance, but authorized Phil Wilhelm to act as his proxy. All directors consented to the calling of the meeting and executed the Waiver of Notice and Consent to Holding of the Special Meeting attached hereto. The Chair announced that the purpose of the meeting was to consider the winding up and dissolution of the corporation. After discussion, the following resolutions were unanimously adopted: RESOLVED, that the directors have determined that it is in the best interests of this corporation that this corporation be wound up and dissolved. RESOLVED FURTHER, the board of directors and officers are authorized and directed to execute any and all instruments as may be necessary or reasonable to complete the dissolution and to wind up the Corporation’s affairs, including the obtaining of the waiver of dissolution from the Attorney General’s Office and the filing of a Certificate of Dissolution in accordance with Corporations Code Section 6615. The board of directors and officers are further authorized to file a copy of the certificate with the California Attorney General. FURTHER RESOLVED, that the board of directors and officers are authorized and directed to distribute One hundred percent (100%) of the wholly owned assets of Big Brothers/Big Sisters of Monterey County, a California nonprofit public benefit corporation, Secretary of State entity number C1646036, upon consent of the Attorney General, to Boys & Girls Clubs of Monterey County, a California corporation. There being no further business to come before the meeting, the meeting was adjourned on motion duly made, seconded, and unanimously carried. . By: Oe er Rhy ve PAC ithed Patsy Schulte Og GS ae WAIVER OF NOTICE AND CONSENT TO HOLDING OF THE SPECIAL MEETING OF THE BOARD OF DIRECTORS OF BIG BROTHERS/BIG SISTERS OF MONTEREY COUNTY, A CALIFORNIA PUBLIC BENEFIT CORPORATION The undersigned, constituting one hundred percent (100%) of the Directors of this corporation, hereby waive notice and consent to the holding of a special meeting of the Board of Directors held on October 21, 2010, for the purpose of: 1 Considering and acting on an election to wind up and dissolve the corporation, and 2 Transacting any other business as may come before the meeting. This waiver of notice and consent is made in compliance with the terms of Corporations Code § 5211, and the undersigned consent to the same being made a part of the records of the meeting. Any business transacted at the meeting will be as valid as if conducted at a regularly called and noticed meeting. Mla Peter B&rd, President B Pm Wilhel! , Vice President eZ FOR PETER Bhi RO » Bt Jule Cavassa Once v on Lal Jamies Hall lg h DougLee, Treasurer By: Qo Ze S28 Ma Paty Sohute SS Seba VR =—_—=_-_. 7 $t ny a aL [han PF - eT itis te ay SECRETA RY OF STATE CERTIFICATE OF STATUS DOMESTIC CORPORATION |, KEVIN SHELLEY, Secretary of State of the State of California, hereby certify: That on the 22nd day of November, 1968, BOYS & GIRLS CLUBS OF MONTEREY COUNTY became incorporated under the laws of the State of California by filing its Articles of Incorporation In this office; and That no record exists in this office of a certificate of dissolution of sald corporation nor of a court order declaring dissolution thereof, nor of a merger or cohsolidation which terminated Its existence; and That sald corporation's corporate powers, rights and privileges are not suspended on the records of this office; and That according to the records of this office, the said corporation is authorized to exercise ail its corporate powers, rights and privileges and is in good legal standing in the State of California; and That no information |s available in this office on the financial condition, business activity or practices of this corporation, IN WITNESS WHEREOF, | execute this certificate and affix the Great Seal of the State of Califomia this day of March 11, 2003. KEVIN SHELLEY Secretary of State rep ete ——- OS G8 74700 a | muarvns ony “py ret 1.0, Box c6uay, | renciece, Cait, 94102 Deparkne of the Treasury eo eSSTte ist Dirseta, Internat Revenue Date: Service 4 DEC jog Ja mpy rater te: 133 Code 428 * X, a 727: EG 25 SIS ESS 96 796 Boyd Llub of » aitere y Fur a Pp 0 Box 72 Sa Seg e lee, ¢ 1ifornia 35055 Our Letter Dated: February 2, 1969 In our above letter, we advised you thec you exeppt from Pederal vere recognized ag ine, Ore Lax a ad organization 301 (e)(3) of the Internal Reven wa Code, described tn section whe ether Hovever, ve did Not deterzine you are a private foun dation , Based on the information you recent your organization Y submic ted, ve have as one that da not a private classified section 509(a) of fo undation as define the Code because you sre an d in sectton 70> )(4)(A)( vil) and $09(2) organization described (1), in This classification ia b vill continue ag you have don the assum ptien that your Operation stared . Please nott fy s your purposes, character us of any chenges in , or method of operat consider their affece on On so that ve cen your status . Bucause this letter cou 1d help res olve any questions abou exenpt statue perasnent and private for madation status, piease = your xeep it in your recerda, Sincerely youre, Ee —— Ae. so A & So e ge i Districe Directer FL-1330 thw. 11.72 al 7. Departent ofthe Treasury faternal Revenue Service Plo. Box 9941 In reply refer to: Osden UT 84409 29168059 3 May 62, 2000 LTR 28ec 24-1752 53 eonose noo a0 oo - a 03383 a BOYS & GIRLS CLUBS oF MONTEREY COUNTY PO BOX 72 SEASTDE CA 93955-9072721 Taxpayer Identification Number: a Dear Taxpayer: Thank you for the inguiry dated Mar. ao, 2000, We have changed business your name as requested. The number above is valid for use on all tax docume shown we have ordered nts . For vour convenience, corre ected Forms 8109, for you to make your deposi Federal Tax Deposit Coupons t. You should receive them Six weeks, REMINDER - Your new bus in five to if you deposit iness n ame should alse be used electron ically. You can make Electronic Transfer (EFT) payments using Funds th @ government's S Ele Tax Payment System (EFTPS) ctranic Federal throu osha f inancial Process tax payments. agent designated to If vou have any auestions, Please call US toll free at If you prefer, you may write to us at 1-809-829-1069, of the first the address shown at oa ge of this letter, the top Whenever you write, Please include this below, give us your telephone numbe letter and, in the spaces rowith the hours we can Also, you may want to keep 3 copy of this reach you. letter for your records, Telephone Number ¢ >— ne Hours_ - ail ut leparmert c! 22K intema! Revenue Sersce YO Ms e2 2916B03013 Mey e2, 200g LTR 252¢ 94-1702753 so0c00 ——— Oo 400 D1346 BOYS 8 GIRLS CLUBS OF MONTEREY COUNTY FO BOX 72 SEASIDE cA 93955-0072771 Thank you for your cooperation, Sincerely yours, ‘ Georgia ce lores DS La Chief, Research & Perfection Branch Enclosure(s); Copy of this letter Internal Revenue Service Department of the Treasury Distr ict tet Director Date: Varen 23, 1988 Date of Exemption: Invhal Kevemit Code Section: SOc; Refer Repiy to: e¢: Girt ub of the Monterey Peninsula EP/EO:EQ4 Sal le Sal venue Be x 72 Be. Seasice, CA $3955 Gentlemen: hank you for submitting the information shown below. We heve nade ita part of your file. The changes indicated do not adversel: y affec t your exenpt status and the exemption letter issued to you con tinues in effect. Please let us know about any future change in the charac: ter, purpose, sethod of cperation, name o vr address of your Organization. This is a requirem ent ert fer retaining your exempt status. Thank you for your cooperation. Sincerely yours, mst C. ube! District Director Item Changed From To Boys Club of Monterey Boys and Girls Club Peninsula of the Mentarey Peninsula Om a seman nL ns aa ee . grart OF CALORMA - FRANCHISE TAX BOARD logs 2 ¢ t CRAMENTO, CAUFERNIA 95504 Octaber 23, 1969 Boys Club of Monterey Peninsul a, a Aon-profit Corporation ¢/o Weingarten and HeGinty Fremont Professional Centar Fremont Soulevard and Williams Avenue Seaside, CA 93555 . Re: areep ct cd on from Franchise éax Gentlemen: Ir is the cpinicn of this offica, based upon the evidence presented, exeme from Scace Franchise cax that you a; un der the provisions of Section 23701d of the Revenue and Taxation Coda, as ic ex fusively as a charitable organi 8 shown that, you are organized and operated + ‘zatlon. Accordingly, you will nor b ® required to file franchise crax recums unless change the charac ter of your organization, you organ the purposes for which you were ¢,.0r your mathod of Operarion. Any such changes should be teported iomed acely co this office in order chat their ef fect upon your exempt status mz be determined, i¢ in any year your gross incom e exceeds $25,000 » you ate required infermation rerura a1 nm Form 199 ca file an on ar before che 15th day of che 5ch falloving the clese of your fiscal month year. These forms will be mailed co you if provice us with your current y postal addres. Se te lz you have incore fr om an unrelated or. ad@ ot provisians of Seccion 23731 of th 2 Ravenue and busin ess thac is taxah b le under Taxat ion Code, _you musc file a ra Form 109 ca o before che Lich day of the ~ seal fi Sc year. 3rd fo mcach Edllow the clase af yo s of this form may be obtained from bran 3. this o. ce or any of its : Cons actors mar to you are daduscible by che donors hee Lac nm che et in arriving at their taxa and co the excenc provided by and 2433 Poof the fea aad Taxacten - Sections 17214, 7245, 7 Code.