Non profit : sample article of incorporation

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 (name of state), do hereby certify:

Article I          The Name of the Corporation shall be _________.

Article II       The place in this state where the principal or registered office of      the

Corporation is to be located in the City or County of _______and the street address is___________.

Article III   Purpose: Said corporation is organized exclusively for charitable, religious, educational and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

Article IV         Members: If the corporation is to have

no members, include a statement to that effect.  If the corporation is to have one or more classes of members, describe the different classes and include the qualifications and voting or other rights of members in each class.  Or you can indicate that such membership provisions will be set forth in the corporation’s by-laws.

Article V   Director Selection:

Article VI              Registered Agent:

A. Provide the name of the corporation’s initial registered agent.  The corporation may not serve as its own registered agent.

• Article VII  The names and addresses of the persons who are the initial  directors of  the Corporation are as follows:  ________.

• Article VIII   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 III 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 or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the corporation shall not carry on 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, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

• Article IX      Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction 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.
• Article X       Incorporator(s): One or more persons must sign the articles of incorporations in this capacity.  IRS suggested language: In witness whereof, we have hereunto subscribed our names this ____ day of ____, 20__.