EXHIBIT 3.1
AMENDED
ARTICLES OF ORGANIZATION
OF
HUSKER AG, LLC
Pursuant to the provisions of the Nebraska Limited Liability Company Act,
we, the undersigned persons, do hereby adopt the following Articles of
Organization for the purpose of forming a Nebraska Limited Liability Company.
ARTICLE I
NAME
The name of the Limited Liability Company is to be Husker Ag, LLC.
ARTICLE II
BUSINESS PURPOSE
The Company is organized to perform any and all lawful acts pertaining to
the management of any lawful business as well as to engage in and to do any
lawful act concerning any and all lawful business for which a Limited Liability
Company may be organized under the Nebraska Limited Liability Company Act and
any amendments thereto.
The Company shall primarily engage in the production of ethanol, feed
products and germ, and starches. However, the Company shall not be limited to
this scope.
ARTICLE III
PRINCIPLE PLACE OF BUSINESS
The Company's principal place of business is located at:
R.R. 3, Box 53
Plainview, NE 68769
ARTICLE IV
REGISTERED AGENT
The Company shall continuously maintain an agent in the State of Nebraska
for service of process who is an individual residing in said state. The name and
address of the initial registered agent shall be:
Name: Jack G. Frahm
Address: R.R. 3, Box 53
Plainview, NE 68769
ARTICLE V
CONTRIBUTIONS, CAPITAL, AND VALUE
The stated capital of the Company is $500.00. No property other than cash
has been contributed. Additional contributions will be made at the time and
events as set forth in the Operating Agreement.
No Member shall be obligated to make any contribution to the Company except
those specifically set forth in the Operating Agreement adopted by Members of
the Company.
ARTICLE VI
MEMBERSHIP
The Company shall accept the application of additional members pursuant to
the terms and conditions set forth in the Operating Agreement.
ARTICLE VII
DURATION
The Company shall be dissolved as specified in the Operating Agreement.
ARTICLE VIII
MANAGEMENT
The Company's business and affairs shall be managed by a Board of
Directors. For purposes of the Act, the Board of Directors shall be deemed to be
the board of managers of the Company, and each director shall be deemed to be a
manager. The name and address of the initial Directors shall be as follows:
Gary Kuester Alex Thramer Jack G. Frahm
RR 1, Box 136 PO Box 278 RR 3, Box 53
Stanton, NE 68779 Ewing, NE 68735 Plainview, NE 68769
(402) 439-2668 (402) 626-7238 (402) 582-4888
Fred Kneivel Cory Furstenau Ryan Koinzan
RR 1, Box 196 RR 2, Box 131 411 K
Clearwater, NE 68726 Tilden, NE 68781 Neligh, NE 68756
(402) 485-2313 (402) 368-2198 (402) 887-5287
Scott Carpenter Mike Kinney Kelly Hodson
1306 Chase Avenue RR 2, Box 131 P.O. Box 40
Creighton, NE 68729 Elgin, NE 68636 Osmond, NE 68765
(402) 358-5652 (402) 843-5535 (402) 748-3975
Each director shall serve until such time as specified by the Operating
Agreement.
ARTICLE IX
DISSOLUTION
This Company shall be dissolved as specified by the Operating Agreement.
ARTICLE X
LIMITED LIABILITY OF MEMBERS AND MANAGERS
The Members and Managers of the Company are not liable under judgment
decree or order of a court, or in any other manner, for a debt, obligation or
liability of the Company.
ARTICLE XI
INDEMNIFICATION
The Company shall also have the power to make any other indemnification
authorized by any article of the Operating Agreement of the Company or a
resolution adopted by the Members of the Company after notice.
ARTICLE XII
INTERNAL AFFAIRS
The regulation of the internal affairs of the Company are set forth in the
Operating Agreement of the Company and shall govern the operation of the
business and the members accordingly.
ARTICLE XIII
INITIAL MEMBERS
The names and street addresses of Members who shall constitute the initial
Members of the Company are as follows:
Gary Kuester Alex Thramer Jack G. Frahm
RR 1, Box 136 PO Box 278 RR 3, Box 53
Stanton, NE 68779 Ewing, NE 68735 Plainview, NE 68769
(402) 439-2668 (402) 626-7238 (402) 582-4888
Fred Kneivel Cory Furstenau Ryan Koinzan
RR 1, Box 196 RR 2, Box 131 411 K
Clearwater, NE 68726 Tilden, NE 68781 Neligh, NE 68756
(402) 485-2313 (402) 368-2198 (402) 887-5287
Scott Carpenter Mike Kinney Kelly Hodson
1306 Chase Avenue RR 2, Box 131 P.O. Box 40
Creighton, NE 68729 Elgin, NE 68636 Osmond, NE 68765
(402) 358-5652 (402) 843-5535 (402) 748-3975
ARTICLE XIV
AMENDING THE ARTICLES TO CHANGE THE NAME OF THE COMPANY
The Articles of Organization of the Company may be amended to change the
name of the Company upon the affirmative vote of a majority of the Board of
Directors from time to time.
Dated: June 4, 2002 /s/ Jack G. Frahm
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