JHB
[img]smile.gif[/img] THANK YOU for taking so much time to help me.
Michele

Now keep in mind that I'm not in AZ and never filed anything there...

Here's a link to Arizona's instructions for articles of incorporation Be sure you scroll down. Page 3 is where the helpful stuff really starts.

The link to the IRS sample Articles isn't working right now, so I'll copy all the text in from another source. Maybe this will help you. You can also call the agency that oversees this and ask them questions.

You should be filing your 501(c)(3) application with the IRS after you incorporate, so you want all your documents set up to satisfy both the state and the IRS. The state lists some specific things it needs at a minimum , but you can add more.

So look at this IRS example and try to fit the pieces into your state's template.

Articles of Incorporation For a Not For Profit Organization Which is Not a Private Foundation

Articles of Incorporation of 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 , do hereby certify:

First : The name of the Corporation shall be .

Second : The place in this state where the principal office of the Corporation is to be located is the City of , County.

Third : 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.

Fourth : The names and addresses of the persons who are the initial trustees of the corporation are as follows:

Name Address

Fifth : 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 Third 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.

If reference to federal law in articles of incorporation imposes a limitation that is invalid in your state, you may wish to substitute the following for the last sentence of the preceding paragraph: Notwithstanding any other provision of these articles, this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this corporation.

Sixth : 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.

In witness whereof, we have hereunto subscribed our names this day of 20 .

*****************************

Here are some examples I found in a web search:

Astronomy Club in Arizona.

Broadband Alliance

[ 10-08-2004, 09:18 PM: Message edited by: JHB ]

Thanks, that was easy, how about some help with article 4 and 5. I have no idea what codes they are asking for.

If you don't get an answer from an AZ PTO, you may want to go to Google and search for:

"Character of Affairs of the Corporation" (with the quotes, so it looks for the whole phrase).

You'll find a few examples of how other non-profits have done it. Here are a few I saw:

The character of affairs of the Corporation will be to organize and provide activities for senior adults.

The character of affairs of the corporation will be to provide for the instruction of the public on subjects useful and beneficial to the community primarily concerning water issues in the Upper Verde Watershed and Prescott Active Management Area, and obtain scientific information that will be made available to the public on a nondiscriminatory basis.

Character of Affairs: The character of affairs of the Corporation will be to serve as an Internet based information forum and support group and to promote the development of new therapies for CLL.

It looks like you need a simple statement of purpose or mission statement.

In Arizona, Articles of Incorporation - Does any one know how I address article 3:Character of Affairs of the corporation will be? Any help on this entire process would be great. You can email me at This email address is being protected from spambots. You need JavaScript enabled to view it..

Thanks!