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Home My WebLink AboutSTU.25-12 Vipassana - Halelua 25 12 County of Hawaii q OFFICIAL USE ONLY.• Department of Finance Property Management Division STU.25-_12 - 25 Aupuni Street Suite 1101 Rcv'd:9/3/24 4:21 pm '+ Hilo, HI 96720 Telephone: (808) 961-8069 Approved: IIID 1111'h81'011'11"'C''SII° 1, 2015 �a�� ti�ll��a��u��u�t� 3(), 2016 DEADLINE TO FILE IS September 3, 2024, BY 4:30 PM as evidenced by the County of Hawaii time clock (HST) ✓❑ Management Planning (see Instructions) Maintenance Activities and Public Education (see Instructions) STEWARDSHIP GRANT APPLICATION Public Access, Open Space, and Natural Resources Preservation Maintenance Fund • Applications may be returned if instructions are not followed. • Please use the tables provided. Do not substitute other formats or alter the application form. • Fit responses in the fields provided and use additional pages, as needed. • Attachments (i.e., maps, labeled photos illustrating your project activities, detailed budget narratives, consultant proposals, etc.) can be included in addition to the required documents. o1Px ' t`I P`Vt` 'k"t :YIIVEk v Ek`v �Y�r�axtiur ur Y � ,, , , , 0'2 4 f`F, Il[a'"tC1K, oquI; l-uo�y' o '"ti��.R�ru�qui, �.o�kl A. NAME AND ADDRESS OF ORGANIZATION: VIPASSANA HAWAII PO BOX 551681 KAPA'AU, HI 96755 B. PERSON TO CONTACT: /' �v l'i ha ^, req f iIr^,u'ir Ekp'I; ]ipl; <o I; 11u�11I UV'I'l �yv' opl; �Fq,i Q,, '20'2 .. 1Q1�:00 lo '2:00 Yes F-1 No If you checked no,please assign someone from your organization to attend with knowledge of the proposed projects, budget costs, and provide an email address above. FINAL 2025 Stewardship Grant Application,Page 1 of 13 25 12 C. PROJECT NAME (see Instructions): HALELUA MANAGEMENT PLANNING D. PROJECT LOCATION (Use TMKs. See Instructions) 5-3-07:10 - HALELUA E. PROJECT COST (see Instructions): For Management Planning For Maintenance Activities and Public Education Amount Requested: $ 1,000-00 Amount Requested: Applicant Share: $ 0.00 Applicant Share: Other Resources: $ 0.00 Other Resources: F. REQUIRED DOCUMENTS: Non-profit 501 (c)(3), IRS Letter of Determination Copy of Organization Bylaws and Mission Statement DCCA Certificate of Vendor Compliance ZLetter of Authorized Signer for Organization G. CERTIFICATION: The applicant shall secure all necessary approvals and permits from other affected federal, state, and county agencies as necessary to comply with all applicable laws and regulations. This may require permits from the Department ofLand and Natural Resources (DLNR) ifparcels are within the State Land Use Conservation District or contain historic sites, burials, and/or sensitive natural or cultural resources. The applicant certifies that the information contained in this application is true and correct to the best ofhis/her knowledge. Name of Authorized Representative: Title: Director Signed: Date: 08/29/2024 FINAL 2025 Stewardship Grant Application,Page 2 of 13 25 12 PROJECT PLAN A. PROJECT NAME (see Instructions): HALELUA MANAGEMENT PLANNING B. PROJECT LOCATION (Use TMKs. See Instructions): 5-3-07:10 - HALELUA C. IDENTIFY PERSONS AND ORGANIZATIONS WHOM YOU EXPECT WILL PARTICIPATE IN THE PROPOSED PROJECT ACTIVITIES (see Instructions): Toni Withington, Emily Claspal, Noa Lincoln, Michael Graves, Ralph Galan, Ku`uipo Perez, Rick Gordon, Kohala Lihikai, North Kohala Community Development Plan, Kohala Center, and others. D. PROPOSAL AND PROJECT DESCRIPTION (Briefly describe the long-range goal(s) for the property and the objectives o f your proposal for stewardship grant funding. See example in Instructions) What is the long-range goal or vision for the property? We hope to develop such a management plan for the property in collaboration with local open- space and community groups and individuals who are committed to getting involved. See below for details. FINAL 2025 Stewardship Grant Application,Page 3 of 13 25 12 What are the objectives of the proposed project? Choose only one category and use additional pages as needed. ✓❑ Management Planning ❑ Maintenance Activities and Public Education The Halelua parcel offers a number of valuable community and cultural resources and we seek to begin a process of determining what the priorities of the community may be in making use and/or protecting them. For example, the lo`i in Halawa gulch is in continual state of degradation by pigs and natural flora growth. Should this be allowed to continue? Should it be preserved? Should it be reconstructed? Should it be used as a resource for local agricultural/historical education/ production? Some similar questions exist for the Ohau (or Oahu) heiau in Halelua gulch. What kind of coastline protection should be created for threatened shoreline bird habitat? What kind of efforts should be put in place to re-introduce and/or protect native flora? Who should take responsibility for the maintenance of the Public Grant of Easement along the coastline? Who is responsible for maintaining appropriate access and use and helping deter violations of the GOE? Who is responsible for addressing the protection of iwi kupuna that are occasionally revealed by erosion? Who is responsible for maintaining the connection of lineal descendents to the land and knowledge of this land? The land has already been studied deeply by various archeologists. What are the future plans for research? How will this happen in collaboration with living community interests? A process needs to be developed to determine protocols, authority, responsibility, and involvement about these issues and more. We plan to meet with various stakeholders over the year to develop this sense of priorities, possibilities, and commitments to help keep the land in proper care over the long-haul. FINAL 2025 Stewardship Grant Application,Page 4 of 13 25 12 What are the objectives of the proposed project? Choose only one category and use additional pages as needed. �F—I Management Planning ❑ Maintenance Activities and Public Education FINAL 2025 Stewardship Grant Application,Page 5 of 13 z ICL co cu co - (z caca 0 0 -1.1e 0 0 n co ca 0 co 0.5 C)CL CD 0 CO > 4— mC17 pa a) - CL(5 CO co 0 EO .�e �-j 0 a) 0 cd CD �e 0 CO "CO cu 0 cu (Z C: CL .S,E. a) cz E 'E M-- 0 a) 0 W) C : C y —coz 0 � CA fO 40 0) 0) CD 0 0 0 0 0 4- 4- qy U) W cn 0 W C: c C: r- 0 0 0 0 ca cz c C: 0 0 4w C) •sw a) w 0 0 0 0 t4) E (n C: _0 qr 0 0 0 c > CD a) a) a) c 0 0 0 < cu CL —0-0 0 co m CC)) 0 a) 0 E 0 IZ3 C- 0 0 co 9z co -a CL W 6,0 co C- CU cu 0 > ca EFS- 0i 0.0 sz — W 4— C)) CD cd co E O—C 0 ca 0 mz .2 cz a) co W ca E C) (1) (1) E co W 0 r— 0 0 (z E aL E 10 3e 0 0 (u 0 -(Z) co (z CL co co -e CO 00 V) 0 C- co coy a) a) ca 15- E Lu CA fO 41) 0 0 0 0 0 0 -00 D D > > a) a) Zo a) Q) V) wo) co (0 co U) U) U) a) 4- 0 C) 0 0 CY) 0) (1) 4- a) 0 0 0 E cn sz a) CD a) CD 0 0 0 0.--0 o 0 0 0 E a) a) a) a) E 0 cz 0 0 0 0 0 E a) 0 > 0 0 0)Co ca -00) 01— 6 cz 0) K-- W.A t` - �� (n (D CES r 0 0 a) CD .0 0 2 co a) U) Co M CL CD U) E C-�a) 4- (n > E o 0) 0 0 m o 0 EM s0) M (Z :D 0 OL 4- 0 4- CY)0) CL 0 0— (n cz Ca 0 c- cz CL CZ C ca a) > z 0 0) 4-1 Q)'O -a o u) E WO) 0 0 > a) 2 > C= 0 CL 0 CL co -j CLU 0 (D m cl 25 12 F. PERMITS/APPROVALS (See Instructions for examples of permits approvals. Remember that it is the applicant's responsibility to comply with and secure all necessary approvals and permits from federal, state, and county agencies as required.) Do any of the proposed stewardship activities require any federal, state, or county permits or approvals? If yes, explain why. If not needed, explain why. TBD after the planning stage FINAL 2025 Stewardship Grant Application,Page 8 of 13 25 12 G. MANAGEMENT/PRESERVATION PLANS REVIEWED (See Instructions. Use additional pages as needed.) 1. Please elaborate on how the proposed project activities align with existing plans, if there are existing plans. There are no existing plans. 2. If you are proposing to produce a management and/or preservation plan, please explain why such additional planning is needed. With increasing access to the land, there are bound to be a variety of interests from various sectors of the community in regard to maintenance and use of the land. It feels important to get a sense of what those priorities may be and develop a way to attend to them, and to have a system in place for any conflicts or new situations or opportunities that may arise. FINAL 2025 Stewardship Grant Application,Page 9 of 13 ca t C> caa �+ 0 col 15, 6 40 x a T a� 0 a ^a> yto , ar as ,tea a> ^ ' a> cz M C' �.. > cz 711 C7 00_ tn "MA' + > Ln u �a O cr � a a,► «w a 25 12 I. APPLICANT INFORMATION 1. Brief history of the applicant organization. Include the date of incorporation as a non-profit organization. Vipassana Hawaii was founded in 1984 as a Buddhist church. Over the past 40 years we have led meditation retreats in Hawaii, across the United States, and internationally teaching vipassana practice in accordance with our monastic lineage in Burma/Myanmar. For many years we tried to build our own retreat center in North Kohala, on a few parcels of land of which this Halelua TMK was a part. We ultimately decided that the project was not feasible for us financially, and sold most of the land to pay off our debts. We are so relieved that this final parcel was able to be purchased by PONC for public community access and use. It is a beautiful fulfillment of our sense of obligation to the land and to our community. While most of our programming is now online, we hope to continue to be a part of protecting and caring for this piece of land, and making sure that it happens in accordance with all of the best interests of the local community. 2. Other source(s) of financial support: Our income is primarily from donations and program fees. FINAL 2025 Stewardship Grant Application,Page 12 of 13 2�'� 12 3. Please provide up to three examples of successfully completed projects or related experiences. Vilp in IHawaH spent years drafting and getting approval for a Grant of Easemnit Icngi the coastline of the property for the Ibenefit of public access. We have helped steward several archeological studies of the land by several visiting archeologists over the years. We have protected several iwi kupuna on the land through collaborations with the Island Buriall Council and local residents. J. Please initial below that the applicant understands the following documents, shall be required if awarded stewardship grant funds. Initial Documents j Ceiiificate of insufarree with Comity of ilawal'i nained as additional insured. Serili and annual reports, which shall include acconiplishinents, financial statements explaining jVf expenditures, prqjects ill access, C01111111111ity involvement, and overall overall status of projects. Organization shall inurrediately contact the Departirient of Finance, Property Management j Division, upoji dissolution of the orgarrizatiOD of changes M the orgaiiization that 11-kay affect the l Stewardship Grant Application or Agreenients, Organization i.nay be required to pro�vide other documents as, requested by the County of jvf Hawaii, Department of Finance. Nlahalo! Should you have arry questions,please contact the Property Management Division at (80�8) 961-8069 or by Email- FINAL 20�25 Stewardship Grant Application,Page 13 of 113 Internal Revenue Service Department of the Treasury' P. 0. Box 2508 Cincinnati, OH 46201 Date: May 15, 2000 Person to Contact: Lisa Prather Gi.istomer Service S,pecia rst Vipassana Hawaii Toll Free Telephone Number, P-0- Box 240547 8:00 A.M.to 9,30 P.M.EST Honolulu, HI 96824-0547 877-829-5500 Fax Number: 513-283-3756 Federal Identification Number-, Dear Sir This is in response to your request of May 12, 2000, for a copy of your organization's determination letter. This will take the place of the copy you requested, In March 1997 we issued a determination letter that recognized your organization as exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code. That letter is still in affect. We classified your organization as one that is not a private foundation within the meaning of section 609(a) of tfie Code because it is an organization described in secticins, 609(a)(1) and 170(b)(I)(A)(i). This classification was based on the assumption that your organization's operations would continue as statedin your application. If your sources of support, character, method of operations,, or purposes have changed, please let us know so we can consider the affect of the change on your organization's exempt and foundation status. All exempt organizations (unless specifically excluded)are liable for taxes under the Federal Insurance Contributions Act(social security taxes) on remuneration of$100 or more paid each employee during a calendar year. Your organization is not liable for the tax imposed under the Federal Unemployment Tax Act (FUTA). If your organization is a church or a qualified church-controlled organization as defined in section 3121(x')(33 of,the Code, it mayele.0 to exclude wages paid-to,its emp,loyees (q,th.e,r than for serviqqs performed in an - -,; -,-, ifor , , 1� ' ,I I li�-, I--11- �-.-w, 11-. a un� de�:o-f'businegs orsodat'sedurity'ta' s,� T-Thisi 6 erc on mus �, e dow day before the date the organization's first quarterly employment tax return would be duo under thOrevis6d law' If your organization makes this election, its employees who earn $100 or more during a calendar year become liable for the payment of the self-employment tax on the wages the organization pays them. Donors may deduct contributions to your organization as provided in section 170 of the Code. Bequests, legacies, devises, transfers, or gifts to your organization or for its use are,deductible for federal estate and gift tax purposes if they meet the applicable provisions of sections 2055, 2106, and 2522 of the Code, Your organization is not required to,file federal income tax returns unless it is subject to the tax on unrelated business income under section 511 of the Code, If your organization: is subject to this tax, it must file an income tax return on the Form 9,90-T, Exempt Organization Business Income Tax Retum, in this letter, we are not determining whether any of your organization's present or proposed activities are unrelated trade or business as defined in section 513 of the Code. Organizations that are not private foundations are not subject to the excise taxes under Chapter 42 of the Code. However, these organizations are not automatically exempt from other federal excise taxes. . ......... (2) dvi assana Hawaii The iaw requires you to make availaNe for public inspection a copy of your organization's exemption, application, any supporting documents and the:exemption letter to any individual who requests such documents in person or in writing. You, can charge only a reasonable fee for reproduction and actual postage costs, for the copied materials. The law does not require you to provide copies of public inspection documents that are widely available, such as by posting them on the int ernet(World Wide W . You may be liable tor a penalty of$20 a day for each day you do not make these documents available for public inspection, Be , th_ organizationIs exempt-stettus-a:,M- f,6un:d-dtion, status, you should keep it with the organization's permanent records. If you have any questions, please can us at the telephone number qhawn in the handing of this letter. This letter affirms your organization's exempt status. Sincerely, John E. Ricketts, Director, TFJGE CAS 2512 VIPA56ANA RAWAII Articlel Members and HeetW�--Qnf Numbers, 2s 1 . NImbershi, The members of the corporation shall consIst of the Initial Wraneer s and such other person ox peraons an thc memb: ars amy elect, by a vote of a matority of all of the 3 members of the corporation, at any annual meeting or speuial meeting of the 2. fQhtA of Members. The riqltt of a member to V*te and all his�ifht, titlor and Interest in or to tbe., corporaition shall not he transferable and shall cease on the termination of his membership or upon his death. No membershall be entitled to share in the 4istribution of the corporatian assets upon the diaeolution—"f the corporati*a. 3. Rgujgn4tion of Members. Any member may resign fram the corporation by delivering a written resignation to the president or socrotary of the corporation. 4'. Ahnual. Meeting. 7he annual meeting of the members of the corpqraation, shall be held at such plaw and on such date in the firatt f*ur months following thee lose of each fiscal year aa the Ward of Directors and for the transaotion, of any general bwainess as; m,,ay pro,perly come before the meeting . 2512 N1tj2S_,of Anju K the time, place, and purpose or purposes of the annual meetit j shall be servea, eitber personally Or by mail , not less Wn ten nor morp, than forty days before the meeting, upon each person who appears upon the books of the corporation as a member and,, if mailed, such notice—shall Q directed to the member at, his *4,4,resz, as It appears on the books of the corporations unless he ghall have filed with the secretary of the varporation a written request that notices inten4od for him be mailed "to some other &MMSM in which case it shall be mailed to the addresadesignated in such request,. 6. ypeRjal Meetings. Speoial meetings of th* members .............. may—be COMO at any—time by the president or a vice-president or by two directors and mune be called by the president or secretary,, 'upon roceipt of the written request of one-third of the SoMbers of the corporation., 7.. Notice of Eeecial tiro S- Not of a. special. meeting stating the time, plaoet and purpose or purposes thereof all be served personally or by mail upion each mejober not less than three (3) nor more tjja,n, thirty days before such meeting, and if mailed, stch notice shall be directed to each member at his address au It appears on the ks of the corporation, unless he sb,&:Jj him me filed with theretary of the corporation a written request that notices Itteaded for him shall be mailed to some other addresse in which case it aball, b(;,, mailed to the address 0 25 12 dwsiqtated in such reloost. The presence of all of the members, in person, at any meeting shall render the same a valid .metro o. UnIeSs any member ai.l at the opening of said meeting object to th,O J�o, ,inq of the same for none ompliatce with the above pro- visions. An' ' meat ,y Jag so held Without objection shall, not- withstanding the fast that no notice of meeting was q1ven or that the notice given was improper, be valid for all purposes and at, such meeting any general, b-usiness may be transacted and any corporate action may be taken., 8. QMuncirum,. At, any meeting of the Tnember's of the corporatioa the presence of a Majority of the members in person or by proxy, shall, be necessary to wrani stitut e a quo r"um, for, all purposes except as otherwise provided by lam, and the-act of, majority of the members present at any meeting at which there is a, quori= shall be the act of the fuLl memberkjip except as may be, otherwise specifically, provided by statute or by theae by-lawn. In the absence of a quorum, or when a quorum it presento a meeting may to adjourned from time to time by-vote of a majority of the members present in person or by proxy, without notice ,other than by announcement At the mee"Iting and Without, fur," notice to any absent member., At any adjourned aeetiqg at YOM a quor= uhall be present, any kin may be tranaavte. ich mighs have been tratsacted at tip me,oting as oriqjnally notjfled. 9. StLy. At every meeting of members each mer Sal I bp anti t Pd on unto 9 m no Kamm Mr km MM& W" J-1 - - W . 4 � 25 12 by inotrument in writi-my wcb is subscribed by suchember and, which hoars , tta not more than alover monthS prior to such I neetiol, Each member of the corporation shall be entitled to one vote. abe vote for director and , apon the, dowand of any member, the vqtO ipon 4ty question before the meeting, 'Shall he, bY ballot. Except as otherwIse provided by law, all elections shAll be W and all questions decided by a majority vote of the persone presort iraon or by proxy. 'TO. ROMOVal of' MembereQ11eatory, or Off My. MY' meMber, direotorr or officer may be removed from memberdhip or from office the affirmative vote of a Majority Of the full membership, registered either in peroon or by proxyo at a4y regular or special meatimpg. called for that por for conduct. detrimental to the interests A the corporation, for lack of sympAthy vith its objeOvivasr or for refusal to ren4er reasonable assistance in carrying out its purposes . 11. CnTpjnsati .eSnys, Miembers shall not receive any ataTed salary for their aerr ices as such, but by resolution of the board of directors a fixed reasonable sum or, I expensen of atteMancet if any, or bott, llowed for attendance at each regular or special ffinating. "bre rd of directors shall have power in it. discretion to-�ontract for and, to pay to, members rendering unusual or s,Wial services, to the corporation special compensation appropriate tD the value of such aorvices. -4- 13mc W, 01 F-4 LHI iLh m 0 N v 0 in, r-- rig pit ',W, "", 41 0 44 0 a 0 4-4 P $4 0 0 A 0 L# 4, 06 0 0 1p Aj LM vd, T �, (j, 4j 1%, 'W� 0 U 11 93 64, twil up 0, 144 ro 4) EM 011 `44 �4 0 Ilplq 14 OrA 14ol 10 r? 4 0 -4, 0 M 0 C 4J ra U 92 IL 4 60 , I C a 0 110, OA cm .9 :0 n 0 a 0 4-31 0 u 44 44 00 w 1�4, Tn�� $4 Q 01j 0 0 Ift 4 'o di 0. 4jh C A v Dli a 91 ru lu, 4i m ;2 11-P 6,f lw 193, 14 w,OqF N4 04 4, �4 0 14 44 P &A 4 0 ON u F� Of 541 x r 'a 0 =6 In 10 ra 4. 4j, W n4j 1. It '411 1 111 o k. yiq W 0 GJ I-q w 14 Ili %4, H L4 0 1 qll D a% 0 1: 44 44 0 --1 m 110 IV lix 44 00 Irf 40' I,pq L ff-4 -q iu Q LA LIM r- FIG 40, m go Q X' in, 44ii bih 4) 40 ol X Q� A a A rq 44 -- 45' U3 Ij 0 (D w aj & ro 9, 0 1 ID >1 It 0 w r C 41 lis 0 r-f m MIA .,A :J1 In m lip A r-111 IPr- r. W4 0 4i at D Qj I-A 9 #j &A a Aoq� 01 W P 12 M rj 44, c V to v oh t -A I, 1 14 1 1 Aa 49 Ol b q 691,11 0 00 0 4-1 0, +_1 4 r-q DoWive AJ 0411 eb 4- 144 41 4D ,4 M- rf 44 .01 rh 'NI 0 IL-0 M. w it, W 'k. 10 w 9 Q wo >-, IOU v 11), -Wil A CISai 14 W'l v IP14 �4 LO 1, V T4 4J v U VI R 9z, FU b Q -ri u A:� 0 111 Q w4 *1 c 64 w4 I W, %4 0 lu 0 H' (U AH 44 I F141f 0 hm C 2 kP H 444 0 MV M 0 IV 0 4�l A M: 0 0 25 12 directors p may be filled for the unexpired portion of "the term byy the directors then serving, although less than a quoram, by affirmative vote of the majority "thereof . Any-director so olocted by the bound of directors ehal l hold office antil the nQxt succeeding anoeal meeting of the members of the Qorporation or antil 'thf,.-,, election and qualificatiOn Of his succoasor. 5. Annual Meptings,- immediately after each annuW .M%.......... election the newly tlected "t ri,; may meet fart-hwith for the purpose of organizatioaf the elention of officerat and the tranaaction of. other business, and if a qyarum of the dirontors be then present, no prior notice of such meeting shall be required to be given. Tbe pla c* and tWo of such firat Itmetinla mays however, be MY by written consent of all the directors . 6, SpecAdl tin ,y, Special meetings of the and of directors may be called by the president or vine-president and must be called by either of them am the writtyn r° guest of any' member of the board of directors. 7. No,ticg of t uNotice of all directors meetings, except no herein provided otberwise, shall he °.i orally or by mailinq the same at least one day before the meeting to the usual business or residence address of the direstoro but such notice may be waived byny director. R&gular meetings of the board of directors may be Wd without 00tice at such time and place aS shall be det*rmin& by the board. Any business may W _ _. ... A40A."Rraw Mantina. At anv Meetina at Which 0 25 12 every directorahall be presentr even though without notie@ or waiver thereof, any business may be transacted . 8 . Chairman. At allneetings of the board of di- rectors the-president or vice-pr ealaoot, ox, in their absence a 61tainnan chosen by the direttors presento shall preolde. 9. jjopum* At all meetings of the board of directors a majority of-the directors ohall be hwc8ssary and Sufficient to constitute a, quos m for the tranSaCtion of business and the act of a majotty, of the directors present, at &Ayy meeting at which there is a quorum, shall be the act of the board of directoral except as may, be otherwise spec,ifically pr,ovided by &tatute or by theme by-laws. If at any meeting there is less than, a quorum present, a majority of those present may Qjourn the muotinq from time to time withoat further nouns to any absent directer . 19. Prohibited Activities. Whie corporation sta,11, not 'Onq,aaa In an, act or acts or fail to act-�f such act or acts or .,, q _y failure to act shall give rise to liability for tax under .i rks K41 to 4945, inolusive of chapter 42 of the Internal Revenue Code of 1954. The corporation shall not engage io any act of self-dealing as defined in sAction 494ICd) of the internal Revenue Code and Regulations promolqUA with respect thereto,, nor ahall It ;'Pa,.ke a *taxable elpenditurem as that term is defined in station 4945(dl of the internal ovenue Cod in ,ud mg,, but not by wav of limitation PxnPnMrrPP for Inhhvinn , Plerr lnn ., 0 25 12 eering, grants to an individual or to an organization—or for any purpoov other than one SpMAN in Section j70jc) f2jCBS . 11 . 'COM E000ation, Directors shall no, receive any stated salary for their strvicas as such, but 4y resolution of the board a fixed rr, expenses, of attondatce, if any, or both, may be allowed for attendance, at such, regular or, special meeting of theboard. The board of directors shall hane, power in, j,t.s 41soot ion to contract for and pay to directors rendering anusaal or exceptional serviveg to, the corpioration aparial eb1pensation, appropriate to the vacuo of such services , subjoct to the provisiots of Article V 12, Powers. All the corporate povers, t. aach as, are otherwise proWded for in theme by-lome and in the IUWS at the State of Hamaki,,, nball be and are heraby vested in and shall "be exercised by the board of directors., Theboard of directors may by general resolution delegate to committees of their number, ox to officers Q the corporation, such powers as they may see fit. 13. Duties. The board of directors shall present at the annaal meeting of members and file with the minutes thereof a repert, verified bythe president and treasurer, or by a majority of the dixecter s, showing Ca) the of amount of real and, personal property and of 99sets owned, by the aorporati,o,a' Where locata d. aad whero W how invented; 4b) the amount and 0 25 12 preceding the date of the report and the manner of "the acq& Sitiot ; (c) the amount applied, appropriated or expended Wing the year immediately proandinq such date and the purposes, or persons to or for which such applicatires sp dpproma priationse or expenditures have been made, and (d) th/e, names and places of residence of the persons who have been a4mltte4 'to membership during the year . rt le III of f Icer I - Number. The officers of the corporation shall be the president, one or more vice-presidents . Secretaryp treasurert and such other officers ulth much powers and duties o sistent with these by-laws, as, may be appoinV-d and detormined by the board of directors. Any two officers, except those of president an4 vice-president, may be bald by the same person. 2. EL&ction,_Pqrm_qf Offict. and gumlifications. The president shall be elected annually by the der d of directors from among their number , and the other off0ers shall be elected annually-by the board of directors from amnnq such persons asthe board of directors, may see fit, at the in meeting of the board,, of directors after the annual mueeting of manibers of the cor- poration. 3. Wcancies. in case any office of the corporation,, k&&^mma um-ant hu Apath . rpninnAtinn ratframant , dimanali- 0 25 12 in office, although As than a quorum, m,ay elect an officer to fill such vacancy, and tht &Mcer so elected shall hold office and serve untIl the first Meetimg of the board of directors after the annual meeting of me,ors next sutwot,ding, and until tho election and qmalifica&Onm�f his successor. 4 . prea%amk. 2he president shall preside at all meetings of members amd of the board of diroot-ors. Sa shall have and exercise general charge aid suparvision of the affairs of the! oorparation and shall do and perform suohother duties as may be assiqweed to tx by the board of directors. 5. Vice-President. Baring the absence or dis-ability of the preoQeAty a vice-president shall be designated by the, board of directors to perform the duties and possoss, and exercise the powers of the president. Mcb vice-presidentshall have Suoh other poweTs; an the board of directors may determine, and shall perform auch other duties as may he assigned to him by the board, of dirontors. 6. Secretary. 7he seoret ary shall have charge of such bo*ks, doowmeat,.s, and �pa, pers as the board of directors may determine and shall have the custody of the corporate seal. He shall attend and keep the minutes of all the meetings of the board of directors and me-mbers of the corporation. Me shall keep a record, containing the namos, alphabetically arrangeOm of all persons who are members of the corporation,4 abowing Neir places of rM04A.M^0 nnA anab hnn* Rball ho, rnr for inspection as 0 0 25..,2 prescribes by law. Be may sign with tht president or vice-president, in the name and on-behalf of the corporation, any contracta or agreemeoti authorized by the board ot direct,ors,# and then so aothorized or ordered by the board of directuraf he may affix the seAl of the corporation. Be sh,ail, in-generalp perform all the duties, incident to the office Of secretary, SON= to the control of the board of directors, and shall to and perform such other dui OS as may be assigned to him by the XA of directo ra. 7. TreasMror. The treascrer shall have the custody of all funds * property, and securities of the corporatiorl subject to such regulation as may, to Imposted by the board of directors, He may be required to give hond for the faithful performance of hia def iese in Su Ch Sum and, with such aurety, as the board of directors may require. Be shall enter reqolarly on the Wks A the, corporation to to kept by him for the purpoaeo full and accurate atcotnt of all mDneys and obligations reveived and paid or incurred by him for or on account of the corporation, and shall exhibit such books at all reasonable timep to any directors or membes nn application at the offices of the corporation, He shallp in geaeral , perform all the duties incident to the office of treasurer, subject t4 the control of the board of directors.,, S* Salarieu. Ihe ofilcers of the corporation may receive salaries for the performance of personal SOCUCOS if kt 0 61 2512 be reasonable in woaat and thO services performed $ball be necessary to the carrying out of the exempt purpos,es of the CorporationThe fact that any- off$car is a nember of t-514, corporation or a director, or a member of a commmm'i'ttee, fill'all oot preclude him from reGeiving a salazy or from-votinj on the resolution providing for the Zama. 9, Removal. Any o,fficer may be. r from office by the affirmative vote of a majority of all the directors az any regalar or special "meeting called for that purpose, for non-feasance. "Malfeasamee. or misfeasance, for conduct detri- mental to the interests of the corporation. for lack of sympathy with ita objects, at for refonal to reader reagonable aggigtance in carrying out its parposes, AACAS 1H ME �q, Ond, n tat iv @a Thu board of directors may-appoint soch agents and representatives of the Corporation with suoh powers and to perform such acts or Wieg on MUM of the corporation. amithe Kato; A Airocturs may see fit, go far as MAY be consistent with Lhese by-la so to the extent authorizod or pormitted by laU,. Alticle V Contracts, DROISO Ohocks, DepRSil I . ContracZa and (jeb-ts, No Ognt,Wgt, gh&ll be entered into and no debt,, Shall be Incurred in behalt of the organization bY' buy member or Gificer excent, as @xorqualu &"thnrivaa kW +%. 25 12 mennherF,i of thee 8oard, of 'Directors. The a,athori,ty, granted, may be ,general, or cnmfined to s1waffic Instances. 2. Chocks. All abecks, drafts,,, or ottwx orders for the payment of monoyo ftotts, cr other evidence,$ of indebtedness, �awu iame of the corporation shall be, 819aad by any L-wo , ed in the r (2 ), of the following, officers: tea Cha i,Man of the. Soard,p the mood the Chief Executive Officer. The Board of Dire,ctoria may expresslY delegiite the authority to sign Such in,strumenits, to, some othor offic-e,r or officars or, agent,, or agents, of the oirgani zation. The dei ion of: authority to siqn may be q,o,neral inx conf,ine4 to spec-Ific., instanceo. All, fmds of the organizati,on ",not, otherwise employed, zba,ll be dieponi'ted !from time to time, t0 the cred,ft of th r r,i irar in, s=1111, banks, or, other depositories as 'the members of tha, 13,oard of Directors may direct. 4. Loans. No l*an,s or advaaces shall be contracted on, elf a.1f of the, corporation, alld no 21,Ote Of' ather, eviderice of indebtednnaa sball be is,sued in ita name, unles,a and. except, as aa-thorized by the board of Dir ectrors,., Any Such alltbOri2ation, may be general ire, to, apec,ific instances, and may, include aut-horization to pIed-ge'o .40 sev;urity for loana ur ad-va"'cea Lqu ajj,,tho,rj,zjnq, any, awl all goaorities and otb,er person-al property at any time bjeld by the oorporatlon. 5. Bond i J,ceirp and' eipii. Thell Tve,,asurer, I..........—.11...... ........ 401 1101 25 12 shall Q bonded in, such, amoonts as are determined by t rd of 1' racers at bhe expense,, of the mrp*ration. Q*ntracts with Directorn or Officers,. No Directors or officers Q the oorporation shall to interested; directly or indirectlyt it any contract relating to the operations conducted by itt or in any contract for furnishing services or supplies to ito unless (a) such contract, shall be autborized by—an abaolute majority of Directors present and voting at, a MeOU09 at which the presenre, of such Director is not ne,cessary to constitute a quorum aN the vote of soch Director is—not- necessary for such, authorizatioAl and Qj the fact andnatur ,uc,.-h interest, shall have been fallydisclMed or known to the members of 'the ward of Directors r" at at the meeting at which such contract is so authzrize& Article V1 Vot i UIP stock of Other Colorations I o he s other wise, order*& by the board of direct oraw th president ahall have full power, and aut,hority on behalf of' the Corperation to vote either in person or bg PrOXY Ot MY MOWN of stockholders of any c-lorpo ration In which. this corporation may hold stock, and at any such. ting maypossens and exercise all. of the, ri,19ht,n and, powers incident to the owoorship. of Seth Stock which, ap the owner thereof p this mIght have pos-, 2512 ConAr like powers up,on any other pevson and mAy revoke any auch powers as granted at its pleasare. Artiale V11 Probibitiop Alai Mari-T, In Corpoyte. Mornings No member# 'irector, officer, OrMPIWO Of Or mm"Or f , ,,Son connected with the oorporation, or any other private individual shall receive at."ny time any of the net earoings—of the corporations provided, th&t- this shall not pxevent the paraent to any S=h. person of anah reasonable coppensatio�n for serv&ea rendered to or for the corporation it] affecting any of Ito purposes as shall he fixed by the board of directorso subject W the proviui=5 of Article 'V; And 40 Such parson or persons shall be ential& to share in the distribution of any of the corporate assets upon the diin of the, Corporation. All mmembera of theoorporatianAll be deemed to have expressly Cotanhhed and agreed that uron Eruch, dissolution or winding up of the affairs of the corpdration, whether voluntary or involuntaXye the assets of the corporation, after all debts have been satistied, then remaining in the hands of the board of directors shall he diatributed; tranaftrrcde conveyed, delivered, and paid avers in such amounts an the board of directorz may determioe exclusively 'to charitable# religious, scientific , literaryo or educational organizations thicit wuld tlten qualify nnAmp fka mrmwi A nna nf Con"inn Rn I I mi III n hhu Mrarnal Unumnna, 01 0 2512 hereafter be amended, giving priority to organizatf000 the purpoves of which are to aid and assist native RAwalian people. WISle VIII n ostments The corporation shall. havethe right to retain all or ,any part, of the securities Or ptoperty aqqwired by it in what- soever manver and to invest and reinveat any funds held ly U accor4ihg to the judqment of the board of directvra, without, Wing restricted to the class of investments which a director shall or May-hureafter be permitted by-law to make, prokdod, however, that the corporation shall not rata Awa, any txeasa btisinnes8 Itoldings as defined in 5ection 4943(e) of the Ittarnal Revenum QW, and praw videud, Orthert that the corporation Shall. not make or r t wbich may jeopardize the carrying out of aoy of its exempt purposes and subject thm corporation to the tax impoW by Section 4944 of the Internal Revenue Code,,, Article XX Execution, of lastrumencs All checks, drafts, nobeep bonds, aaceptances, deeds, leases, contracts &nd other Astrumeate shall be signed by each person or pe,rsons as shall be PlovLded by general cc specia I resolution of the board Q directors, Wd 1A two Absence of any 0 0 25..,2 signed by tho president or a vice-president and by the treasurer or the secretary. UtICH X Seal The corporation, shall have a seal of ouch form W Mice am the board of direcurs shall .ime to time, deter- mine, vbjuh seal shall be in the custody 01 the secretary. The bword of directors maychangethe fOrm of the seal or the inscription thereon at pleasurm, Article XI 'EX2=1. ik.tivitias' Notwithstanding any other provision of theflF-r do member* director, afficerp employee, or reprooeAWIVOOE Ws, o,orporation shall take anytion or carry an any act4wity by or on behalf of the corporation not permitted to be taken or Carried on by an organization exempt under SeCtion 501 (C) (3) of the, Tnternal FlWavenue We and ita RegulatUno ae they OPS OAK or as they may hereafter be amende4o or by az organization cottri-hations, to ,which are 404uCtible ander Sentiva 170(c) (2) of sueb Code and Regulations as they tow exist or as they may hereafter be, amended. Article 111 Indemnification and Insurance 1 . TnApren ifiwtinn Xvpry dirprwnr nr nffirpr nr 0 25 12 member or staff worker shall be indemnified by Uia corporatio' against all reasonable coata, eXpenses and liabilities Cincluding counsel fees) actually ammo, toersarll. incurrY by or impooed upon bim or her in contertiot with or resulting from any claim, actiour suit# proceeding, JaveStigatton or, Inquiry, of whatever nature in which he or she may be involved as a party Natherwrise by reason of his or her being or having been a d-J,r,,e,otor, or offioer or member or staff worker of the corporation, whether or not he or sho continues to be such director or officer or awmber or st,aff wurker of the corporation at the timo of the incurring or imp6sition of such costs, Oxpenaes or liabilities, Oxoept to relation to Vatters as to which he or she, shall be finally adjudged in Sach action, suit, prote e4iaq, QvOstiqatiOn cf inquiry to be liable for willful rani,scondoct, willful neglect or willftl negligence toward the corporation in the performance of his or herdittos as soth director orofficoer or member or Btaff worker, As, to whether or not a director or officer or member or staff worker was liable by reason of willful misconduct, willful neglect—or willful nvgligence toward the corporation in the performance of hi or her duties ma such director or officer ,or member or staff wo:ria art in t.,.,be Absence of auch final, adJWicat ian of the existence of such liability, the board of directors and onch director and officer mav conclasive1v rely,, upon an ovinion 0 0 25..,2 board of dirootors. the Aregoiny right to indemnification 04*11 be in addition to and not in limitation of all otber rigW to which such person may be entitled as a matter of lawo and AM, inure to the benefit of the legal reprenentatives of such perason. 2. The corporation may purvhase and keep in force sufficient liability ,o ars to cover the., reasonably anticipated claims VOL ri-iay be Awde agairist the corporation. inmilroace carrier .h 1.1 expressly consent to waiver of Subroqation riqhts, againat all officersp directora, members and staff workers except as to any willful Wron&ot' willful neglect or willful negligence. ArtiVe XIII Am*AOMOOtt The by-laws may be alter*4' ame&ed, or repealed by vote Qf not Ins& tha" a majority of tho members at a mmeting dqjy calltd and held for such purpose, provided that a writt,en nonce of the proposed ameadment or repeal shall be given to the members, at least ton ( 101 days prior to tha, date of such mua;et1n,9. Article XTV M ld opt i The undersigned, signer's of the Patitifor Charter of VLPASSANA HAWAII on behalf of all members and allWo whaj�j, AWL 2512 the of the coTpvratiano fdate Of incorporation of the corportiom., Steven . w 2 d \ ' / M � q § G k # � � ■ k � m� 7 @ � � � 2 ■ ■ 2 � 7 g ¢ m : � k m b # 25 12 iIG WRTIFICATE The underSQW, PreBident and Secretary of VIPASSANA HwAi , a Rawni non-profitworporAtion, do hereby certify that the re in, is a true AM complete copyoLaws of said worporatiom 10 full force W effect at the date hereof . IN WITNESS, WHERSOF, we have sub,scribed oqr nwos ^ad- impressed We seal of said corporation this IJ day of AaZ 25..,2 CORPORATE RESOLUTION At a meeting of the Board of Directors of Vipassana Hawaii held on May 24th, 2023', it was unanimously agreed that Jesse Maceo Vega-Frey, Managing Director, be duly re- authorized to sign all documents pertaining to the purchasing, sellling, ass,igning, mortgaging, exchanging, leasing, or any other function, in connection with TMK (3)5-3- 0017:0101 situated at Pratt Rd, Ka pa'au, lei 96755. Date: 4/24/23 Signed: „ Signed: Sy (print name)- By (print name): -lAe ell eL /kc- I)a vLa_ Title- Title: