Frequently Asked Questions
Sample Articles of Incorporation
The following is an outline of a charter and declaration of trust that contain the required information as to purposes and powers of an organization and disposition of its assets upon dissolution. You should bear in mind that requirements for these Instruments may vary under applicable State law. It is best to have an attorney assist you before filing.
Articles of Incorporation of: _______________________________________________________
The undersigned, a majority of whom are citizens of the United States, desiring to form a Non-Profit Corporation under the Non-Profit Corporation Law of ______________ do hereby certify:
First: The name of. the Corporation shall be _____________________________
Second. The place In this state where the principal office of the Corporation is to be located Is the City of ____________________, County of ___________________.
Third.. Said corporation is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that quality as exempt organizations under section,501(c)(3) of the internal Revenue Code, of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
Fourth: The names and addresses of the persons who are the Initial trustees of the corporation are as follows:
Fifth: No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private Persons, except that the corporation shall be authorized and' empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article Third hereof. 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 (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.
Notwithstanding any other provision of these articles, the corporation shall not carry 6n any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under section .501 (c) (3) of the Internal Revenue Code of 1954. (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
[If reference to Federal law in articles of incorporation imposes a limitation that Is invalid in your state, as in California, you may wish to substitute the following for the last sentence of the preceding paragraph: "Notwithstanding any other provision of these articles, this corporation-shall not, except to an insubstantial degree, engage In any activities or exercise any powers that are not in furtherance of the purposes of this corporation."),
Sixth: Upon the dissolution of the corporation, the Board of Trustees shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all of the assets of the corporation exclusively for the purposes of the corporation In such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time quality as an exempt organization or organizations under section 501(cX3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Trustees shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of. the county In which the principal office of the corporation is then located, exclusively for such purposes or, to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
In Witness whereof, we have hereunto subscribed our names this ___________ day of 200 __..
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