Museum FY 25 Sponsorship Report

2024-2025 BOARD OF TRUSTEES

James Colley, Chairman
Margie Brown, [ice Chair
Ken Heineman, Secretary
Theresa Dunn, Treaserer
Maura Allen

Charlee Brotherton
Sam Crissman

Allen Gasper

Bruce Jackson

Jody McCoy

Gilbert Melendez
Kathleen Parrish

Mike Parrish

Becky Rovey

Maura Schuster

John “Jack” Sigler
Coeta Thrasher

Linda Waag

Betty Watt

DIRECTOR'S CIRCLE

Kathleen Parrish, Chair
John and Lynne Boyer
Christine and Paul A. Branstad
Peggy and Jim Colley
Comegys Bight Charitable Foundation
Drs. Thomas and Virginia Collier, Officers
Brenda and Sam Crissman
Sally and Alexander Cutler
Dita and John Daub
The DeVore Foundation,
Alta and Bill DeVore, Trustees
Art and Wendy Ditto
Theresa and Robert Duan
Dianne and Pete Emond
Sharon and John Griner
Mary Ann Igna
Lori and Rich Jaros
The Johnson Historical Muscum
of the Southwest
J. Landis and Sharon Martin Family Foundation
Jackye and Icon Powell
Saguaro Theater
Marun Schlumberger and Linda Waag
Maura Shachleton-Schuster and Pred Schuster
Carey and John Sigler
Douglas S. Spencer and Nathleen Parrish
Betty and Tom Watt
Charlee Brotherton and Bob Yeatts

* bemerstus members

Mary Ann Ipna Curator Emerita

Connie Johnson

Rea and Jim Ludke

Sarah R Goulard and Hiram P. Moody, Jr.

kxecutive Director
Daniel M. Finley

Smithsonian
Affiliate

VOOONhK! VCADALLONWYD

WESTERN MUSEUM

Arizona Mout Western Museum

April 25, 2025

Troy Smith, Interim Town Manager
Town of Wickenburg

155 N. Tegner Street

Wickenburg, AZ 85390

Re: Sponsorship report due May 1, 2025
Dear Troy,

Since 1960, the Desert Caballeros Western Museum (DCWM) has preserved
and celebrated the culture of Arizona and the West through educational
exhibitions and programs for students, families, seniors, and many diverse
visitors to our great state. We serve about 40,000 visitors annually and host
more than 90 programs and exhibitions each year rooted in our mission to
share the diverse stories, cultures, and experiences of the West.

The ability to have police present, provided by the Town of Wickenburg, at
the Dave Stamey concert and Cowgirl Up! exhibition and art sale ensured a safe
environment for all attendees and encouraged future repeat visitors.
Additional services, including portable toilets, handwashing stations, road
closures, and trash collection, were essential in accommodating all the visitors
during the opening weekend of Cowgirl Up!.

Economic Impact

The Dave Stamey concert, now in its 8" year, had a positive economic impact
on the local community by bringing visitors to Wickenburg. There were 2
other major events in town on February 28, and the Dave Stamey concert was
sold out with 280 people in attendance. Attendees were from 15 states and 1
other country. The Museum does not offer a dinner option for this event to
encourage patrons to support local restaurants and hotels.

Cowgirl Up! 20** anniversary opening weekend March 28-30, welcomed nearly
1,000 people from 12 states with Arizona residents from Wickenburg and the
surrounding communities, the Phoenix area, Prescott, and Tucson. The
exhibition will continue to draw visitors through the May 25" closing, which
will bring additional economic development to Wickenburg.

Studies show that attendees of arts and cultural events spend an average of
$38.46 per person beyond the cost of admission, benefiting nearby merchants
(Forbes.com). Additionally, museums and cultural activities are known to
support local jobs, generate tax revenue, and contribute to the vibrancy of the
community (arts.gov)

21 North Frontier Street » Wickenburg, AZ 85390 * 928 684.2272 Fax 928.684.5794 « www. westernmuseum org
Tax LD. 86-0204201

Quality of Life

Events like the Dave Stamey concert and the Cowgirl Up! exhibition contribute significantly to the quality of
life by fostering cultural enrichment, community engagement, and economic benefits. The Dave Stamey
concert, a benefit event, not only provides attendees with an evening of Western music but also supports
local businesses, enhancing the social fabric of the community. Similarly, Cowgirl Up! celebrates Western
women through art, creating space for connection, education, and appreciation of heritage. These events

bring people together, stimulate local businesses, and reinforce a shared cultural identity, making them
invaluable to public well-being.

We greatly appreciate the support from the Town of Wickenburg and look forward to a continued
partnership. If you have any questions, I’m available via email or phone.

Sincerely,

sia Meu

Kathy J. Clark
Chief Advancement Officer

Internal Revenue Service

Department of the Treasury
P. O. Box.2508
Date: January 10, 2007 Cincinnati, OH 45201
Person to Contact:
MARICOPA COUNTY HISTORICAL SOCIETY Carol Kraft - #31-08206
21 N FRONTIER ST Customer Service Specialist
WICKENBURG AZ 85390-3431 996 Toll Free Telephone Number:

877-829-5500
Federal! Identification Number:
86-0204201

Dear Sir or Madam:

This is in response to your request of January 10, 2007, regarding your organization’s tax-
exempt status.

In August 1966 we issued a determination letter that recognized your organization as
exempt from federal income tax. Our records indicate that your organization is currently

exempt under section 501(c)(3) of the Intemal Revenue Code.

Our records indicate that your organization is also classified as a public charity under
sections 509(a)(1) and 170(b)(1)(A)(vi) of the Internal Revenue Code.

Our records indicate that contributions to your organization are deductible under section
170 of the Code, and that you are qualified to receive tax deductible bequests, devises,
transfers or gifts under section 2055, 2106 or 2522 of the Internal Revenue Code.

If you have any questions, please call us at the telephone number shown in the heading of
this letter.

Sincerely,

Michele M. Sullivan, Oper. Mgr.
Accounts Management Operations 1

DESERT CABALLEROS WESTERN MUSEUM
BYLAWS

Article 1
OFFICES

Section 1.1. Registered Office and Agent. Desert Caballeros Western Museum (the
“Corporation’) will continuously maintain a registered agent and registered office within the State of
Arizona.

Section 1.2. Principal Office. The principal office of the Corporation will be located at such
place as will be determined by its Board of Trustees.

Section 1.3. Additional Offices. The Corporation may also have offices at such other places
as the Board of Trustees may from time to time determine and the business of the Corporation may
require.

Article 2
MEMBERS

The Corporation will have no voting members. The members of the Museum shall consist of such
persons in such classes or categories of membership as the Board of Trustees shall determine,
based on status (e.g., corporate, family, individual) and level of contribution. Members shall not be
entitled to vote on any matter. Members shall be entitled to such non-voting privileges as the Board
determines with respect to each class.

Article 3
TRUSTEES

Section 3.1. Powers. The property, affairs, and business of the Corporation shall be
governed by its Board of Trustees, which will exercise all such powers of the Corporation and do all
such lawful acts and things that are not prohibited by statute, the Articles of Incorporation, or these
Bylaws.

Section 3.2. Number and Qualifications. The Board of Trustees will consist of not less than
three (3) nor more than twenty-five (25) persons, as may be determined from time to time by
resolution of the Board of Trustees. Any increased number of Trustees will be elected by the
Trustees at any regular meeting or at a special meeting called for that purpose. Any decrease in
the number of Trustees will not affect the current term of incumbent Trustees. The Trustees shall
be members of the Museum, but need not be residents of Wickenburg or Arizona. The President of
Las Senoras shall be a full voting member of the Board of Trustees by virtue of the office. The
person serving by virtue of being in the office of President of Las Senoras is not subject to the term
limit.

Section 3.3. Classification and Term. Trustees will be elected for a term of three (3) years.
Elections will be held at the final Board meeting of each fiscal year and terms begin the first day of
the Corporation's fiscal year following the final regular meeting of the year in which the Trustee is
elected. A Trustee's term may be extended by the Board until a successor is elected and qualifies
in their stead. Trustees will be separated in three classes with staggered terms so that
approximately one-third of the Board members are elected each year. Trustees may be elected to
two successive three-year terms and will be eligible for re-election after at least one year’s absence.

Desert Caballeros Western Museum Bylaws Page 1 of 8

Section 3.4. Resignation or Removal. Any Trustee may at any time deliver a written notice
of intent to resign to the chairperson or secretary of the Corporation, which will be effective on the
date of the receipt of such a notice or at any time specified therein. Any Trustee may be removed
from the Board with or without cause by a majority vote of the Trustees of the Corporation present
at any regular or special meeting, with notice of potential removal provided, and at which a quorum
is present, and the remaining Trustees may thereupon elect a successor as provided in §2.5 of
these Bylaws. The executive committee does not have the right to take committee action for
removal.

Section 3.5. Vacancy. If the office of any Trustee(s) becomes vacant, the remaining
Trustees, though less than the minimum number required by § 2.2 of these Bylaws or less than the
tequired quorum, are authorized to meet for the sole purpose of electing by majority vote a
successor or successors to serve the unexpired terms of the vacated Trusteeship(s).

Section 3.6. Transactions with Interested Parties. A contract or other transaction between
the Corporation and one or more of its Trustees, officers, or family members thereof (hereinafter
“Interested Party”), or between the Corporation and any other entity, of which entity one or more
Trustees, officers, or trustees are also Interested Parties, or in which entity an Interested Party has
a financial interest, is to be considered in a manner consistent with the Corporation's Conflict of
Interest Policy.

Section 3.7. No Loans to Trustees or Officers. Notwithstanding the above regarding
transactions with Interested Parties or considerations under the Corporation’s Conflict of Interest
Policy, no loan shall be made by the Corporation to any of its Trustees or officers.

Section 3.8. Compensation of Trustees. Whether or not employed by the Corporation for
other purposes, Trustees and members of any committee of the Board of Trustees shall for their
Trustee duties be regarded as volunteers and serve without compensation for those duties, though
they will be entitled to reimbursement for any reasonable expenses incurred on behalf of the
Corporation. Any Trustee barred from receiving compensation under these provisions will not be
barred from serving the Corporation in any other capacity and receiving reasonable compensation
for such other services.

Article 4
MEETINGS OF THE BOARD OF TRUSTEES

Section 4.1. Notice. Regular scheduled meetings of the Board may be held without notice
at such time and place as will be determined by the Board. Special meetings of the Board may be
held upon five (5) days’ notice at such time and place as will be determined by the Board. Notice
may be provided by first-class mail, electronic mail, or facsimile transmission or delivered personally
or by telephone. Notice of meetings will specify the place, day, and hour of meeting. The purpose
of the meeting must be specified if it is a special meeting or the meeting purpose is for removal of a
Trustee.

Section 4.2. Waiver of Notice. Whenever any notice of a meeting of the Board is required
to be given under the provisions of the statutes or of the Articles of Incorporation, or by these
Bylaws, a waiver thereof in writing signed by the person or persons entitled to said notice, whether
before or after the time stated therein, will be deemed equivalent thereto. Attendance at a meeting
by a person entitled to notice will constitute a waiver of proper notice of such meeting, except where
attendance is for the express purpose of objecting to the transaction of business because the
meeting is not lawfully called or convened.

Desert Caballeros Western Museum Bylaws Page 2 of 8

Section 4.3. Quorum and Voting. The presence at the beginning of a meeting of a majority
of the Trustees then in office will be necessary and sufficient to constitute a quorum for the
transaction of business. The act of a majority vote of the Trustees present and voting at a duly
constituted meeting of the Board will be the act of the Board of Trustees, except as may be
otherwise specifically provided by statute or by the Articles of Incorporation or by these Bylaws. A
Trustee shall be entitled to cast one vote on any question coming before the meeting.

Section 4.4. Meetings of the Board. An annual meeting of the Board of Trustees will be
held each year at such time and place as will be fixed by the Board, for the presentation of the
annual report and for the transaction of such other business as may properly come before the
meeting. Regular meetings of the Board will be held at such times as may be fixed by the Board.
Special meetings of the Board may be held at any time whenever cailed by the chairperson or any
three Trustees and at such places as designated by the person or persons calling the meeting.

Section 4.5. Action Without a Meeting. Any action required or permitted to be taken at a
meeting of the Board of Trustees or by a committee thereof may be taken without a meeting,
provided a written consent setting forth the action so taken is signed by all the members of the
Board or of the committee, as the case may be, and is filed with the minutes of proceedings of the
Board or the committee.

Section 4.6. Participation by Electronic Means. Members of the Board of Trustees or of any
committee thereof may participate in a meeting of such Board or committee by means of a
conference telephone, online meeting, live video conferencing, or similar communications
equipment whereby all persons participating in the meeting can hear each other. Participation by
such means will constitute presence in person at such meeting. When such a meeting is conducted
by means of a conference telephone, online meeting or similar communications equipment, a
written record will be made of the action taken at such meeting, noting participation of those who
were present by means of such communications equipment.

Section 4.7. Board Committees. The Board of Trustees of the Corporation, by resolution
adopted by a majority of the Trustees in office may create one or more committees. The present
standing committees appointed by the board are identified herein below. The chairperson will
appoint at least three members of the Board to serve on them and appoint the chair of the
committee. All actions by any Board committee will be recorded in minutes and reported to the
Board of Trustees at the next meeting of the Board succeeding such action. Each committee will at
all times be subject to the control and direction of the Board of Trustees. A committee will have
such powers and duties as are from time to time prescribed by the Board, including those outlined
in a charter for the committee, and not inconsistent with the statutes, the Articles of Incorporation, or
these Bylaws.

Section 4.8. Executive Committee. The executive committee will consist of the chairperson,
any vice chairperson, treasurer, secretary, and any other single appointee by the chairperson. The
executive committee will have, and may exercise, the powers and authority of the Board between
Board meetings, except as limited by statute, Board adopted policy, or specified in these Bylaws.
Minutes of any meetings of the executive committee will be promptly distributed to the Trustees.
The executive committee shall act as the standing compensation and evaluation committee. The
Board will have the authority to amend, rescind, or take further action on any action of the executive
committee.

Section 4.9. Finance Committee. The finance committee will assist the Board of Trustee in
fulfilling its responsibilities with respect to budgetary matters, financial management and policy, and
capital expenditures of the Corporation

Desert Caballeros Western Museum Bylaws Page 3 of 8

Section 4.10. Governance Committee. The governance committee will be a standing
committee of at least three Board members, to evaluate potential Board members and officers and
make recommendations to the Board. The final slate of proposed Trustees and officers shall be
presented to the Board for election at the Board meeting identified for election of Trustees and
officers in each fiscal year. The governance committee will assist the Board in fulfilling its
responsibilities with respect to matters of governance of the Corporation.

Section 4.11. Acquisition Committee. The acquisition committee will assist the Board of
Trustees in fulfilling its responsibilities with respect to overseeing the acquisition by gift or purchase
and de-accession of all works of art and artifacts with recommendations presented to the Board for
final determination as well as the criteria and priorities for this activity.

Section 4.12. Development Committee. The development committee will assist the Board of
Trustees in fulfilling its responsibilities with respect to focusing the organization and its board on
fundraising. The committee ensures that the Museum's total development program is in concert
with the organization's strategic direction and needs.

Section 4.13. Advisory Board, Ad Hoc Committees, and Task Forces. The Board of Trustees
may select and appoint individuals to serve on an advisory board or task forces, which advise on
certain matters. The chairperson, in consultation with the executive director may appoint ad hoc
committees, and for such term with such objectives as seem desirable. Such individuals are not
required to be members of the Board of Trustees. Any advisory board or task force shall not have
delegated authority but will serve in an advisory capacity to the Board, chairperson, or its
committees. The chairperson shall be an ex-officio member of any advisory board or task forces.

Article 5
OFFICERS

Section 5.1. Number and Positions. The officers of the Corporation will be the chairperson,
secretary, and treasurer. The Board may also elect a vice chairperson and such other officers and
agents as it will deem necessary, who will hold their offices for such terms and will exercise such
powers and perform such duties as will be determined from time to time by the Board. The same
person may hold more than one office at the same time except the offices of (a) chairperson and
vice chairperson, and (b) chairperson and secretary. The officers shall be elected by the Board at
the final regular Board meeting of each fiscal year.

Section §.2. Term of Office. The officers of the Corporation will be elected by the Board of
Trustees of the Corporation and will hold office for a term of one year and may be elected for
successive terms. If any office becomes vacant for any reason, the vacancy will be filled for the
unexpired portion of the term, by nomination of the Board or a nominating committee, if any, and
majority vote of the Board of Trustees at a duly convened meeting. In the case of absence or
disability of an officer of the Corporation, or in any other case that the Board of Trustees may deem
sufficient reason therefor, the Board of Trustees may delegate for the time being any or all of the
powers or duties of any officer to any other officer, Trustee, or any other person.

Section 5.3. Resignation or Removal. Any officer may at any time deliver a written notice of
resignation to the chairperson or secretary of the Corporation. The acceptance of the resignation
will not be necessary to make it effective. Any officer elected or appointed by the Board of Trustees
may be removed with or without cause by the Board of Trustees at a meeting duly called, and as
provided by law. The removal of an officer will be without prejudice to the rights, if any, of the
Corporation under any contract to which the officer is a party and without prejudice to the contract

Desert Caballeros Western Museum Bylaws Page 4 of 8

rights, if any, of the officer. The election or appointment of an officer will not of itself create contract
rights.

Section 5.4. The Chairperson. The chairperson will, if present, preside at each meeting of
the Board of Trustees, lead the Board of Trustees in performing its duties and responsibilities, and
serve as liaison between the Board and the executive director. The chairperson will serve as an
officer, chair, and member of any executive committee. The chairperson shall be an ex-officio
member of ail committees.

Section 5.5. Vice Chairperson. If a vice chairperson is elected, the vice chairperson will
serve as an officer and member of any executive committee. The vice chairperson(s) as ranked
will, in the absence or disability of the chairperson, or upon delegation by the chairperson or Board,
perform the duties and exercise the powers of the chairperson, or such of them as may be so
delegated, and will perform such other duties or exercise such powers as the Board of Trustees will
prescribe. The Board may elect one or more vice-chairpersons and assign applicable duties,
powers, and responsibilities.

Section 5.6. The Secretary. The secretary, or an assistant secretary, will attend or be
appointed for all meetings of the Board and will record all votes and the minutes of all proceedings
in a book to be kept for that purpose, and will perform like duties for the standing committees when
required. The secretary will be the custodian of the corporate records and will be responsible for
authenticating corporate records. The secretary will give, or cause to be given, such notice as is
required of all meetings of the Board of Trustees and will perform such other duties as the Board of
Trustees or chairperson may prescribe.

Section 5.7. The Treasurer. The treasurer will be the iead Trustee for oversight of the
financial condition and affairs of the Corporation. The treasurer will oversee and keep the Board
informed of the financial condition of the Corporation and of audit or financial review results. In
conjunction with other Trustees or officers, the treasurer will oversee budget preparation and will
ensure that appropriate financial reports, including an account of major transactions and the
financial condition of the Corporation, are made available to the Board of Trustees on a timely basis
or as may be required by the Board of Trustees. The treasurer will perform all duties properly
required by the Board of Trustees or the chairperson. The treasurer may appoint, with approval of
the Board, a qualified fiscal agent or member of the staff to assist in performance of all or part of the
duties of the treasurer.

Article 6
EXECUTIVE DIRECTOR

Section 6.1. Appointment and Qualifications. The executive director is hired by the Board
and will serve as the chief executive officer of the Corporation. The Board will evaluate his/her
performance and review his/her compensation annually in accordance with the Corporation's
Compensation Policy, if any.

Section 6.2. Duties. The duties of the executive director include, but are not limited to, the
responsibility of the day-to-day program operation of the Corporation and any future programs and
activities the Board establishes, including hiring, supervision, training, discipline, and dismissal of all
corporate employees within the approved budget plan. The executive director is responsible for
regularly advising the executive committee and the board on the operation of the Corporation and
all significant matters respecting the Corporation. He or she will perform such duties as are
generally incident to the office of chief executive officer, including execution of contracts and such
other duties as the Board of Trustees may prescribe. The executive director will have authority to

Desert Caballeros Western Museum Bylaws Page 5 of 8

appoint and remove Volunteers who serve the Museum without pay subject to the laws of the State
of Arizona.

Article 7
FISCAL MATTERS

Section 7.1. Deposits. The Board of Trustees will select banks, trust companies, or other
financial institutions or depositories in which the funds of the Corporation not otherwise employed
will, from time to time, be deposited to the credit of the Corporation.

Section 7.2. Checks. All checks or demands for money and notes of the Corporation will be
signed by such officer or officers or such other person or persons as the Board of Trustees may
from time to time designate.

Section 7.3. Fiscal Year. The Board of Trustees will have the power to fix, and from time to
time to change, the fiscal year of the Corporation. Unless otherwise fixed by the Board, the fiscal
year will commence on October 1 and will terminate on the following September 30.

Section 7.4. Loans. No loans will be contracted on behalf of the Corporation and no
evidence of indebtedness will be issued in its name unless authorized by resolution of the Board.
Such authority may be general or confined to specific instances.

Section 7.5. Loans to Trustees and Officers Prohibited. No loans will be made by the
Corporation to any of its Trustees or officers.

Section 7.6. Contracts. The Board of Trustees may authorize any officer or officers, agent
or agents of the Corporation, in addition to the officers so authorized by these Bylaws, to enter into
any contract or execute and deliver any instrument in the name of and on behalf of the Corporation.
Such authority may be general or confined to specific instances. Except as provided otherwise, the
Board will normally authorize the chairperson or secretary to sign contracts on behalf of the
Corporation.

Section 7.7. Significant Assets. The Board of Trustees must approve the purchase, sale,
mortgage, or lease of real property or a significant amount of assets by the Corporation, by a
majority vote of the Trustees present at a duly convened meeting. The executive committee does
not have this authority.

Section 7.8. Gifts and Contributions. The Board of Trustees may accept on behalf of the
Corporation any contribution, gift, bequest, or devise for the general purposes or for any special
purpose of the Corporation consistent with the Gift Acceptance Policy. However, no gift or grant will
be accepted if it contains material conditions which would restrict or violate any of the exempt
purposes of the Corporation or if it would require serving a private as opposed to public interest.

Section 7.9. Endowments. The Board of Trustees may establish on behalf of the
Corporation any endowments for the general purposes or for any special purpose of the
Corporation.

Article 8
INDEMNIFICATION

To the extent permitted under Arizona law, the Corporation shall indemnify any Trustee
and/or officer of the Corporation who was or is a party, or is threatened to be made a party, to any

Desert Caballeros Western Museum Bylaws Page 6 of 8

threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative,
or investigative, other than an action by or in the right of the Corporation, by reason of the fact that
the person is or was a Trustee and/or officer of the Corporation, against expenses, including
attorney's fees, judgments, fines, and amounts paid in settlement actually and reasonably incurred
by the person in connection with such action, suit, or proceeding, if the person acted in good faith
and in a manner the person reasonably believed to be in or not opposed to the best interests of the
Corporation, and, with respect to any criminal action or proceeding, if the person had no reasonable
cause to believe the person's conduct was unlawful. The Board will purchase and maintain
insurance on behalf of any person who is, was, or shall be a Trustee, officer, or employee of the
Corporation against any liability asserted against him/her and incurred in any such capacity, or
arising out of his/her status as such.

Article 9
LIMITATIONS OF LIABILITY & GENERAL STANDARDS OF CONDUCT OF TRUSTEES AND
OFFICERS

A Trustee or officer is not liable either for an action taken as a Trustee or officer or for failure
to take an action if the Trustee's or officer's duties were performed in compliance with A.R.S. §§ 10-
3830 and 3842, which provide that a person serving as a Trustee or officer (including as a member
of a committee) shall discharge “Duties” as a Trustee or officer: (i) in good faith, (ii) with the care an
ordinarily prudent person in a like position would exercise under similar circumstances, and in a
manner the person reasonably believed to be in the best interests of the Corporation. Under this
“Prudent Businessman Rule,” Trustees and officers are presumed in all cases to have acted, failed
to act, or otherwise discharged their Duties in accordance with these standards.

Section 9.1. The burden of proof is on the party challenging a Trustee's or officer’s action,
failure to act, or other discharge of Duties to establish by clear and convincing evidence facts
necessary to rebut the presumption.

Section 9.2. In a proceeding commenced under A.R.S. § 10-3830 or § 3842, a Trustee or
officer has ali of the defenses and presumptions ordinarily available to a Trustee or officer.

Section 9.3. In discharging Duties, a Trustee or officer may rely on information, opinions,
reports, or statements, including financial statements and other financial data, if prepared or
presented by:

9.3.1. One or more officers or employees of the Corporation whom the Trustee or
officer reasonably believes are reliable and competent in the matters presented;

9.3.2, Legal counsel, public accountants, or other persons as to matters the Trustee
or officer reasonably believes are within the person’s professional or expert competence; or

9.3.3. A committee of or appointed by the Board of which the Trustee or officer is
not a member if the Trustee or officer reasonably believes the committee merits confidence;

9.3.4. Provided, however, that a Trustee or officer is not acting in good faith if the
Trustee has knowledge concerning the matter in question that makes reliance otherwise
permitted above unwarranted.

Section 9.4. Trustees and officers are not “trustees” as defined under Arizona trust law of
(i) the Corporation's assets, (ii) property held or administered by the Corporation, or (iii) property
subject to restrictions imposed by the donor or transferor of that property.
Desert Caballeros Western Museum Bylaws Page 7 of 8

Trustees and officers are not partners for any purpose. An officer, agent, Trustee, or employee is
not liable for the acts or failure to act of other officers, Trustees, volunteers, or employees of the
Corporation (“Agents”). Nor will an Agent be personally liable for acts or failure to act under these
Bylaws, excepting only acts or omissions arising out of willful misfeasance. Any action taken by
this Corporation does not bind the Agent's personal assets and the Agent is not personally
responsible for such action.

Article 10
AMENDMENTS

Section 10.1 Amendment of the Articles of incorporation. The Articles of Incorporation of
the Corporation may be amended or altered by an affirmative vote of two-thirds of the Trustees in
office.

Section 10.2 Amendment of Bylaws. The Bylaws of the Corporation may be amended or
altered by an affirmative vote of a majority of the Trustees in office.

These Bylaws were adopted by majority vote at a duly held meeting of the Board of
Trustees of the Corporationon_

VILE ws :

Chairpefson Date

Desert Caballeros Western Museum Bylaws Page 8 of 8

AMENDED AND RESTATED
ARTICLES OF INCORPORATION OF
MARICOPA COUNTY HISTORICAL SOCIETY
AN ARIZONA NONPROFIT CORPORATION

As certified by signature below, these Amended and Restated Articles of Incorporation,
which required board of director approval, and were approved by the requisite vote of the
directors, effective on . Each Article of the Articles of Incorporation is being
amended.

Maricopa County Historical Society (the “Corporation’) incorporated April 1, 1960, duly
existing under Arizona law, and desiring to amend and restate its Articles of Incorporation, submits
the following Amended and Restated Articles of Incorporation of the Corporation:

ARTICLE 1: Entity Name. The name of the corporation is: Desert Caballeros Western
Museum, hereafter referred to as "the Corporation." The Corporation is a nonprofit corporation
pursuant to Arizona law, A.R.S. §10-3101, et. seq.

ARTICLE 2: Character of Affairs. This Corporation is a charitable and educational
corporation. The Corporation is a nonprofit corporation and is organized and shall be operated
exclusively for charitable and educational purposes. It shall engage in programs and activities to
collect and preserve the history, learning, lore and artifacts incident to the development of
Wickenburg, Arizona, the State and Territory of Arizona, and the Western United States, and shall
exhibit such artifacts and teach and disseminate knowledge of such history. it will further collect,
create, or otherwise acquire and display such objects of art, books, documents, displays or any
other informative materials that may be deemed incident to or reflective of the historical
development of Wickenburg, the Sate and Territory of Arizona, and the Western United States,
and other matters that further its charitable and educational purposes.

Provided no jeopardy is created to its status as a corporation exempt from federal income
tax under Section 501(c)(3) of the Code, the Corporation further shall be authorized: to do any
and all lawful acts which may be necessary and useful, suitable, or proper for the furtherance of
the tax-exempt purposes of the Corporation; and to engage in any lawful business or activities
related thereto.

ARTICLE 3: Members. The Corporation shall not have any voting members.

ARTICLE 4: Tax-Exempt Purposes and Activities. The following provisions are
hereby adopted for the purpose of defining, limiting, and regulating the power of the Corporation
and its directors:

4.1 The property of this Corporation is irrevocably dedicated to charitable and
educational purposes, and no part of the net earnings of the Corporation shall inure to the benefit
of or be distributable to its incorporators, directors, officers, or other persons, except that the
Corporation shall be authorized and empowered to pay reasonable compensation for service
rendered and to make payments and distributions in furtherance of its purposes as set forth in
these Articles. No substantial part of the activities of the Corporation shall be the carrying on of
propaganda, or otherwise attempting to influence legislation, and the Corporation shall not
participate in, or intervene in (by the publication or distribution of statements or otherwise) any
political campaign on behalf of any candidate for public office. Notwithstanding any other

Desert Cabalieros Western Museum Articles of incorporation Page 1 of 3

provision of these Articles, the Corporation shall not carry on any other activities not permitted to
be carried on by: (1) a corporation exempt from Federal Income Tax under Section 501(c)(3) of
the Internal Revenue Code of 1986, or a successor statute of similar import (hereinafter the
"Code") or (2) a corporation, contributions to which are deductible under Section 170(c){2) of the
Code.

4.2 The Corporation shall seek such sources of support, including the solicitation of
grants and loans from private sources and direct or indirect contributions from the general public,
as may be necessary to enable it to qualify as a publicly supported organization. In the event this
Corporation is in any one year determined to be a "private foundation" as defined by Section
509(a) of the Internal Revenue Code it shall:

4.2.1 Distribute its income for each tax year at such time and in such manner so that it
will not become subject to the tax on undistributed income imposed by Section 4942 of
the Code

4.2.2 Not engage in any act of self-dealing as defined in Section 4941(d) of the Code.
4.2.3. Not retain any excess business holdings as defined in Section 4943(c) of the Code.
4.2.4 Not make any taxable investments as defined in Section 4944 of the Code.

4.25 Not make any taxable expenditures as defined in Section 4945(d) of the Code.

4.3 No gift or grant will be accepted if it contains major conditions that would restrict or
violate any of the Corporation's charitable or educational purposes or if it would require serving a
private as opposed to public interest.

4.4 Upon dissolution or winding up of this Corporation, all assets remaining after
payment, or provision for payment, of all debts and liabilities of the Corporation, shall be
distributed to one or more other nonprofit funds, foundations, or corporations with shared or
similar purposes which are at that time exempt from tax under Section 501(c)(3) of the Code.

ARTICLE 5: Arizona Known Place of Business Address. The physical street address
of the known place of business of the corporation in the State of Arizona is 21 N Frontier Street,
Wickenburg, AZ 85390.

ARTICLE 6: Directors. The property, affairs, business, funds, and operations of the
Corporation shall be managed, supervised, and controlled by a board of directors. The number
and the method of the election of the directors and additional governance provisions will be set
forth in the Bylaws. The name and business addresses of the current directors are:

Maura Allen Charlee Brotherton Margie Brown

21 N Frontier Street 21 N Frontier Street 21 N Frontier Street
Wickenburg, AZ 85390 Wickenburg, AZ 85390 Wickenburg, AZ 85390
Jim Colley Sam Crissman Theresa Dunn

21 N Frontier Street 21 N Frontier Street 21 N Frontier Street
Wickenburg, AZ 85390 Wickenburg, AZ 85390 Wickenburg, AZ 85390
Allen Gasper Ken Heineman

21 N Frontier Street 21 N Frontier Street

Wickenburg, AZ 85390 Wickenburg, AZ 85390

Desert Caballeros Western Museum Articles of incorporation Page 2 of 3

Bruce Jackson, Jr.
21 N Frontier Street
Wickenburg, AZ 85390

Kathleen Parrish
21 N Frontier Street
Wickenburg, AZ 85390

John Sigler
21 N Frontier Street
Wickenburg, AZ 85390

Betty Watt
21 N Frontier Street
Wickenburg, AZ 85390

Gilbert Melendez
21 N Frontier Street
Wickenburg, AZ 85390

Michael Parrish
21 N Frontier Street
Wickenburg, AZ 85390

Coeta Thrasher
21 N Frontier Street
Wickenburg, AZ 85390

Jody McCoy
21 N Frontier Street
Wickenburg, AZ 85390

Maura Schuster
21 N Frontier Street
Wickenburg, AZ 85390

Linda Waag
21 N Frontier Street
Wickenburg, AZ 85390

ARTICLE 7: Statutory Agent. The name, street address, and mailing address in

Arizona of the statutory agent is: Daniel M. Finley, 21 N Frontier Street, Wickenburg, AZ 85390

IN WITNESS WHEREOF, the undersigned has executed these Amended and

Restated Articles of Incorporation on

Desert Caballeros Western Museum

By

Articles of Incorporation

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Page 3 of 3

DCWM Budget

Income

Admissions

Bed Tax
Boyd Ranch Contributions

Cowgirl Up! Income
DEV: Director's Circle Trip

DEV: Donations
DEV: Facility Rental
DEV: Fundraisers

DEV: Grants

DEV: Membership

DEV: Sponsorship

DEV: Sustaining Circles Membership
Dev Estate & Gift Income

Education
Exhibitions Income

Interest Income
Las Senoras
Museum Store Sales
Volunteer Trip
Total Ordinary Income

Approved
Budget
2024-2025

184,000

66,159
3,000

900,000
8,000

150,000
15,000
210,000

40,000
60,000
40,000
135,000
ie)

7,885
600

160,000
50,000
165,000
0

2,194,644

4/25/2025

DCWM Budget
Expenses

Accounting Services
Board Development

Collection Management

Community Outreach
Conservation

Cowgirl Up!

Credit Card Fees

Development

Dues/Licenses/Permits

Educational Programs

Employee Benefit Expense

Approved
Budget
2024-2025

17,675
1,500

7,030

4,600
500

581,000

15,000

86,100

8,000

27,365

73,375

4/25/2025

DCWM Budget

Exhibitions
Hospitality
Insurance facility
Library

Maintenance

Marketing/PR Expense
Museum Stores Inventory

Museum Stores Expense
Office Supplies

Payroll Expense
Postage/Postcard Stamps

Pre-Employment Expenses

Professional Fees

Security

Staff Development

Storage

Taxes

Approved
Budget
2024-2025

54,480
1,000
55,000
100

72,138

45,000
75,000

11,800
5,500

954,115
2,200

500

5,000

7,000

5,050

9,060

4,500

4/25/2025

DCWM Budget

Technology Expense: Computer Expense

Technology Expense: Support Services
Technology Expense: Telephone Expense
Travel

Utilities

Volunteers
Total Ordinary Expenses

Net Surplus (Loss)

Retained Earnings from Prior Years
Kemper Marley Grant (Deposited 22/23)

Approved
Budget
2024-2025

13,750

55000
3,500
5,000

61,500

8,000

2,276,338

-81,694

80,000

3,300

1,606

4/25/2025

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