Not For Profit Articles of Association serve as the constitutional document for nonprofit organizations in the United States. This document is required when establishing a nonprofit corporation and seeking tax-exempt status under Section 501(c)(3) or related sections of the Internal Revenue Code. It defines the organization's charitable purposes, governance structure, and operational procedures. The Articles must comply with both federal requirements and state-specific nonprofit corporation laws, making them essential for legal operation and maintaining tax-exempt status. They provide the framework for board governance, membership rights, and organizational dissolution procedures.
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1. Article I - Name and Purpose: Organization's name and charitable/nonprofit purposes, including specific mission statement and objectives aligned with 501(c)(3) requirements
2. Article II - Office: Principal office location, registered agent details, and provisions for additional offices if needed
3. Article III - Members: Membership structure, rights, obligations, voting rights, and meeting procedures if applicable
4. Article IV - Board of Directors: Board composition, qualifications, powers, duties, terms, election procedures, removal, and meeting requirements
5. Article V - Officers: Officer positions, duties, qualifications, selection process, terms, and removal procedures
6. Article VI - Financial Management: Fiscal year definition, banking arrangements, audit requirements, and financial control procedures
7. Article VII - Dissolution: Process for dissolution and distribution of assets in compliance with state and federal requirements
1. Article on Committees: Structure and authority of standing and special committees, including formation, composition, and operational procedures
2. Article on Conflict of Interest: Comprehensive policies and procedures for identifying, disclosing, and managing conflicts of interest
3. Article on Advisory Board: Structure, role, appointment process, and responsibilities of advisory board members
4. Article on Indemnification: Provisions for indemnifying directors, officers, and other authorized representatives
1. Schedule A - Initial Board Members: List of initial directors, their contact information, and terms of office
2. Schedule B - Conflict of Interest Policy: Detailed procedures for handling conflicts of interest, including disclosure forms and review processes
3. Schedule C - Initial Officers: List of initial officers, their positions, and contact information
4. Schedule D - Membership Categories: Detailed description of membership types, rights, and obligations if the organization has members
5. Schedule E - Tax-Exempt Purpose Statement: Detailed statement of charitable purposes aligned with IRS 501(c)(3) requirements
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