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Articles of Incorporation Template (3 page)
Editable Word document template for articles of incorporation (3 pages).
ARTICLES OF INCORPORATION OF ______________ INC.,
(a nonprofit corporation)
The undersigned, having associated ourselves together under and by virtue of the laws of the State of _______ , hereby adopt these Articles of Incorporation to be legally binding as of the date of filling with the state.
ARTICLE 1. Name and Principal Place of Business.
The name of the corporation is _______, Inc., a(n) _______ nonprofit corporation (the “Corporation” or the “Church”). Its principal place of business is ___________.
ARTICLE 2. Purpose and Character of Initial Affairs.
- 2.1 Purpose: This Corporation is organized, and at all times shall be operated exclusively as a “Charitable Organization, for charitable, religious, educational and scientific purposes within the meaning of Section 501(c)(3) under the applicable provisions of the United States Internal Revenue Code of 1986 (or the corresponding provisions of any future United States Internal Revenue law) and its regulations (as they now exist or may hereafter be amended) (collectively, the “Code”). Any activity which is inconsistent with the designation as a Charitable Organization is prohibited and is void ab initio.
- 2.2 Character of Affairs: The character of the affairs which the Corporation initially intends to conduct as a Religious Organization is as a Free Methodist Church, to unite together to preach the Word, administer the sacraments, and carry out God’s mission, in the name of the Father and of the Son and of the Holy Spirit in accordance with the Book of Discipline of the Free Methodist Church of North
ARTICLE 3. Board of Directors.
The names and addresses of the current Directors are:
The name and addresses of current Officers are:
For the purposes of _____ corporate law, the phrases “Board,” or “Board of Administration” refer to the “Directors,” or “Board of Directors,” of the Corporation, as the case may be.
ARTICLE 3. Members.
Members of the Church will serve as members of the Corporation.
ARTICLE 4. Limitation on Director Liability.
To the fullest extent that the law of the State of _________, as it now exists or as it may hereafter be amended, permits the elimination of or limitation on the liability of directors, no director of the Corporation shall be liable for monetary damages for any action taken or for any failure to take any action. Repeal or modification of this Article shall be prospective only and shall not adversely affect any limitation on the personal liability of a director of the Corporation existing at the time of repeal or modification. For purposes of this Article IV, “director” includes a person who serves on a board or council of the Corporation in an advisory capacity.
ARTICLE 5. Exempt Organization.
- 5.1. This Corporation is organized not for pecuniary profit, is not a moneyed corporation (as defined by the United States Bankruptcy Code) and it shall not have the power or authority to issue shares of stock or to declare or pay dividends. No part of the net earnings or assets of the Corporation shall inure to the benefit of, or be distributable to, its Directors, 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 these Articles of Incorporation.
- 5.2. 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 distributing of statements), any political campaign on behalf of (or in opposition to) any candidate for public office.
- 5.3. Notwithstanding any other provision of these Articles, the Corporation shall not conduct or carry on any activities not permitted to be conducted or carried on (a) by an organization exempt under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law) and its regulations (as they now exist or may hereafter be amended) or (b) an organization, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue law) and its regulations (as they now exist or may hereafter be amended).
ARTICLE 6. Distribution of Assets.
- 6.1. In the event of dissolution or final liquidation of the Corporation, neither the property of the Corporation nor any proceeds thereof shall be distributed or divided among the Directors, employees or officers of the Corporation or inure to the benefit of an
- 6.2. Upon the dissolution of the Corporation, assets shall be distributed to the Free Methodist Church of North America. If the Free Methodist Church of North America is not in existence, the assets shall be distributed to its successor organization or assigns. The Assets shall be used for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code or corresponding section of any future federal tax code.
- 6.3. If the Organization(s) does not meet these requirements, then upon the winding up and dissolution of the Corporation, after paying or adequately providing for the debts and obligations of the Corporation, the remaining assets shall be distributed in order of priority:
- 6.3.1. First, to the nearest Annual Conference of the Free Methodist
- 6.3.2. Next, to another church which was organized as a Free Methodist
- 6.3.3. Finally, to one or more nonprofit companies licensed to do business in which is (i) organized and operated as a Christian church for charitable purposes under tax exempt status under Section 501(c)(3) of the Internal Revenue Code; (ii) which seeks to fulfill the same or substantially similar purposes of the Corporation.
ARTICLE 7. Directors.
The Bylaws shall specify the number of Directors. Despite expiration of a Director’s term, a Director may continue to hold office until that Director’s successor is elected, designated or appointed and qualified.
ARTICLE 8. Registered Agent.
The name and address of the registered agent of the Corporation is:
IN WITNESS WHEREOF, I signed these Articles this day of 20
a(n) nonprofit corporation
_____ I hereby accept appointment as statutory agent for service of process for the Corporation at the address listed above.