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Thread: Articles of Incorporation

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    ARTICLES OF INCORPORATION North American Sarracenia Conservancy


    ARTICLE I - NAME
    NAME/REGISTERED OFFICE
    The name of this corporation shall be North America Sarracenia Conservancy, located at 819 University St, Hastings NE 68901.

    ARTICLE II

    PURPOSE

    The North American Sarracenia Conservancy is organized exclusively for charitable, scientific and educational purposes, more specifically it is to serve as a living record of the taxonomic, morphological and genetic diversity of the genus Sarracenia, and possibly other endangered carnivorous plants, for purposes of conservation, cultivation and, if possible, reintroduction into a natural habitat. In this way the corporation will benefit the public. To this end, the corporation shall at all times be operated exclusively for charitable purposes within the meaning of Section 501©(3) of the Internal Revenue Code of 1986, as now enacted or hereafter amended, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501©(3) of the Internal Revenue Code of 1986, as now enacted or hereafter amended. All funds, whether income or principal, and whether acquired by gift or contribution or otherwise, shall be devoted to said purposes.

    ARTICLE III

    ORINGINATING AGENT

    The initial registered office of the corporation shall be 819 University St, Hastings NE, 68901 and the originating agent shall be the President of the Corporation, Rosemarie T. Witt.

    ARTICLE IV
    EXEMPTION REQUIREMENTS
    At all times shall the following operate as conditions restricting the operations and activities of the corporation:
    1. The corporation shall not afford pecuniary gain, incidentally or otherwise to its members. No part of the net earnings of this corporation shall inure to the benefit of any member of the corporation, except that reasonable compensation may be paid for services rendered to or for the corporation affecting one or more of its purposes. Such net earnings, if any, of this corporation shall be used to carry out the nonprofit corporate purposes set forth in Article II above.
    2. No substantial part of the activities of the corporation shall constitute the carrying on of propaganda or otherwise attempting to influence legislation, or any initiative or referendum before the public, and the corporation shall not participate in, or intervene in (including by publication or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office.
    3. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under Section 501©(3) of the Internal Revenue Code of 1986, as now enacted or hereafter amended.
    ARTICLE V
    DURATION
    The duration of the corporate existence shall be perpetual.
    ARTICLE VI
    MEMBERSHIP/BOARD OF DIRECTORS
    The corporation shall have one or more classes of members, as provided in the corporation's bylaws. There shall be two classes of members: Corporate and
    Individual. Membership may be granted to any individual or corporation that supports the mission and purposes of the organization. The management of the affairs of the corporation shall be vested in a Board of Directors, as defined in the corporation's bylaws. No Director shall have any right, title, or interest in or to any property of the corporation.

    The number of Directors constituting the first Board of Directors is nine, their names and addresses being as follows:

    BOARD OF DIRECTORS

    President - Rosemarie T. Witt
    819 University St
    Hastings, NE 68901

    Vice- President - Suzanne Brantley Hedderly
    1500 West Laburnum Avenue
    Richmond, VA 23227-4414

    Secretary - Max Schaefer
    90 Fair Oaks St.
    San Francisco, CA 94110
    415 206-1266

    Treasurer - David A. Schloat
    17 Nash Rd
    North Salem, NY 10560

    Head Grower - Dean Cook
    Po Box 2594
    Eugene, Or 97402

    Head of Research - Richard A Myers
    4563 S Jamestown Ave
    Tulsa, OK 74135

    Head of PR and Education - Noah Elhardt
    659 San Andres Circle
    Thousand Oaks, CA, 91360

    Head of Distribution Jeremiah Harris
    712 Columbia Rd
    Colorado Springs, CO 80904

    Head of Conservancy- Mark Todd
    1295 Decator St
    Holden Beach NC 28462

    ARTICLE VII
    PERSONAL LIABILITY
    No (member) officer, or Director of this corporation shall be personally liable for the debts or obligations of this corporation of any nature whatsoever, nor shall any of the property of the (members) officer, or Directors be subject to the payment of the debts or obligations of this corporation.
    ARTICLE VIII
    DISSOLUTION
    At the time of dissolution of the corporation, the Board of Directors shall, after paying or making provisions for the payment of all debts, obligations, liabilities, costs and expenses of the corporation, dispose of all of the assets of the corporation. In non case shall a disposition be made which would not qualify as a charitable contribution under Section 170©(1) or (2) of the Internal Revenue Code of 1986, as now enacted or hereafter amended, in such manner as the Board of Directors shall determine.
    ARTICLE IX
    INCORPORATOR(S)
    The incorporator(s) of this corporation is/are:
    The Board of Directors
    Rose Witt, Suzann Hederly, Max Schaffer, David Schloat, Dean Cook, Mark Todd, Rick Meyers, Jeremiah Harris and, Noah Elhardt
    The undersigned incorporator(s) certify(ies) that she/he/they execute(s) these articles for the purposes herein stated.
    Signature & Date
    President_


    Secretary


    Head of PR and Education___
    I am just like a Super Hero, but without the power or motivation.................and the funky suit.

  2. #2
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    2. No substantial part of the activities of the corporation shall constitute the carrying on of propaganda or otherwise attempting to influence legislation, or any initiative or referendum before the public, and the corporation shall not participate in, or intervene in (including by publication or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office.

    Before any complaints are issued, this has to be in a non-profit articles. It does not mean that the members can not do anything on their own, but the corporation will not get involved with political candidates. Thanks
    I am just like a Super Hero, but without the power or motivation.................and the funky suit.

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