This document includes the necessary provisions for a non-profit corporation. These
Articles of Incorporation for a Non-profit Corporation are necessary to file with the
Secretary of State along with the filing fees. This document contains provisions
providing for a description of the entity's general purpose, and the initial number of
directors to sit on the board. Specific terms can be easily inserted into this document to
ensure a tailored final product.
Articles of Incorporation of ___________________ [Instruction: insert name], Inc.
The undersigned, for the purpose of forming a nonprofit corporation under the _____________
[Instruction: insert state] Nonprofit Corporation Act, hereby certifies:
[Comment: Each state has different laws pertaining to nonprofit corporations. You must
determine the statute that is particular to the state of your nonprofit corporation.
Additionally, you should review whether a similar document for your particular state is
available for purchase on Docstoc, because it might have other or additional particular
provisions that are specific and applicable to the laws of that state]
1. Name: The name of the corporation is __________________________ [Instruction: insert
name], Inc. (“the Corporation”).
2. Purposes: The Corporation is organized for any ___________________ [Instruction: insert
general purpose] purpose, including:
A. To devote the work of the Corporation to _________________________________;
B. To encourage ______________________________________;
C. To identify _________________________________________________________;
D. To foster ______________________________________;
E. To offer _________________________________________________________;
F. To aid _________________________________________________________;
[Instruction: insert specific purposes of Corporation]
G. All other purposes permitted by law, but limited exclusively to those purposes as come
within the meaning of and comply with Section 501(c)(3) of the Internal Revenue Code
of 1986 as amended (“Code”).
3. The Corporation has all powers prescribed by law and all powers necessary and incidental to
the fulfillment of its purpose.
A. The Corporation shall not carry on propaganda or otherwise attempt to influence
B. The net earnings of the Corporation shall not inure to the benefit of, or be distributed to,
its members, members of the Board of Directors, officers, or other private persons,
except that the Corporation shall be authorized and empowered to pay reasonable
compensation for services rendered.
C. Notwithstanding any other provision of these Articles of Incorporation, the Corporation
shall not carry on any other activities not permitted to be carried on: (a) by a corporation
exempt under Section 501(c)(3) of the Code; or (b) by a corporation, contributions to
which are deductible under Section 170 of the Code.
D. On the dissolution or winding up of this Corporation, its assets remaining after payment,
or provision for payment, of all debts and liabilities of this Corporation shall be
distributed to a nonprofit fund, foundation, or corporation that is organized and operated
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exclusively for charitable educational, and scientific purposes and that has established its
tax exempt status under Section 501(c)(3) of the Code.
E. In the event that the Corporation shall become a “private foundation” within the meaning
of Section 509 of the Code, the Corporation's income for each taxable year shall be
distributed at such time and in such manner as not to subject it to tax under Section 4942
of the Code, and the Corporation shall be prohibited from engaging in any act of self-
dealing as defined in Section 4941(d) of the Code, from retaining any excess business
holdings as defined in Section 4943(c) of the Code, from making any investments in
such manner as to subject this Corporation to tax under Section 4944 of the Code, and
from making any taxable expenditures as defined in Section 4945(d) of the Code, and in
all sections of the Code.
5. The term of existence of the Corporation is perpetual.
6. The location of the initial registered office of the Corporation is ___________________
[Instruction: insert location] and the name of its initial registered agent at such address is
___________________ [Instruction: insert name].
7. The number of the initial Board of Directors is ____ [five (5)]. [Comment: these numbers
are not provided for by law, but can be any number the user chooses] and the names and
addresses of the directors are:
8. The name and address of the incorporator is: _________________ [Instruction: insert name
Dated this ___________________ day of ___________________ [Instruction: insert date].
© Copyright 2013 Docstoc Inc. 3
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