Articles Of Association For A Non Profit Organisation Template for Philippines

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Key Requirements PROMPT example:

Articles Of Association For A Non Profit Organisation

"I need Articles of Association for a Non-Profit Organisation to establish a community-based environmental conservation group in Manila, with a planned launch in March 2025, including provisions for international partnerships and a structure allowing for regional chapters across the Philippines."

Document background
Articles of Association for a Non-Profit Organisation are essential when establishing a non-profit entity in the Philippines. This document is required by the Securities and Exchange Commission (SEC) and must comply with the Revised Corporation Code of the Philippines (Republic Act No. 11232). It contains crucial information about the organization's purpose, governance structure, membership rules, and operational procedures. The Articles serve as the organization's constitution, defining its charitable or social purpose, the powers and responsibilities of its board of trustees, membership categories, and rules for meetings and decision-making. This document is particularly important as it forms the basis for obtaining tax-exempt status from the Bureau of Internal Revenue and certification from the Philippine Council for NGO Certification. It must be carefully drafted to ensure compliance with Philippine non-profit laws while providing flexibility for the organization's future growth and development.
Suggested Sections

1. Name and Office: Official name of the organization and principal office address as required by SEC

2. Purpose and Objectives: Detailed description of the organization's non-profit purposes and specific objectives

3. Members: Classes of membership, rights, qualifications, and admission procedures

4. Board of Trustees: Composition, qualifications, powers, duties, and term limits of the board

5. Officers: Positions, duties, qualifications, and selection process of corporate officers

6. Meetings: Procedures for regular and special meetings, including notice requirements and quorum rules

7. Amendment of Articles: Process for amending the Articles of Association

8. Assets and Property: Provisions regarding acquisition, management, and disposition of corporate assets

9. Dissolution: Procedures for dissolution and distribution of assets upon dissolution

10. Fiscal Year and Audit: Definition of fiscal year and requirements for financial audits

11. Corporate Seal: Description and custody of the corporate seal

12. Compliance Provisions: Statements ensuring compliance with Philippine laws and regulations

Optional Sections

1. Branches and Chapters: Include when the organization plans to establish multiple locations or chapters

2. International Affairs: Include when the organization has international activities or affiliations

3. Advisory Board: Include when the organization wants to establish a non-voting advisory body

4. Special Committees: Include when specific permanent committees need to be established

5. Endowment Fund: Include when the organization plans to maintain permanent endowment funds

6. Conflict Resolution: Include detailed dispute resolution procedures for larger organizations

7. Volunteer Management: Include when the organization relies significantly on volunteer work

8. Research and Publications: Include when the organization conducts research or publishing activities

Suggested Schedules

1. Initial Board of Trustees: List of initial board members with their qualifications and terms

2. Membership Categories: Detailed description of different membership classes and corresponding fees

3. Organizational Structure: Detailed organizational chart and reporting relationships

4. Financial Policies: Detailed policies for financial management and controls

5. Code of Ethics: Comprehensive code of conduct for officers, trustees, and members

6. Initial Assets: List of assets contributed to the organization upon formation

7. Conflict of Interest Policy: Detailed procedures for handling potential conflicts of interest

8. Committee Terms of Reference: Detailed guidelines for standing committees

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Relevant Industries

Education

Healthcare

Social Services

Environmental Conservation

Arts and Culture

Religious Organizations

Research and Development

Humanitarian Aid

Community Development

Youth Development

Animal Welfare

Poverty Alleviation

Disaster Relief

Human Rights

Relevant Teams

Legal

Compliance

Corporate Governance

Finance

Administration

Board Secretariat

Operations

Programs

Internal Audit

Relevant Roles

Executive Director

Board Chairman

Corporate Secretary

Legal Counsel

Compliance Officer

Board Trustee

Chief Financial Officer

Program Director

Governance Officer

Operations Manager

Membership Coordinator

Finance Manager

Administrative Officer

Internal Auditor

Industries
Revised Corporation Code of the Philippines (Republic Act No. 11232): The primary law governing corporations in the Philippines, including non-profit organizations. It provides the basic requirements for incorporation, corporate governance, and operations.
Securities Regulation Code (Republic Act No. 8799): Regulates the registration of securities and provides guidelines for corporate reporting and compliance requirements.
National Internal Revenue Code (Republic Act No. 8424): Contains provisions on tax exemptions and requirements for non-profit organizations, including requirements for maintaining tax-exempt status.
Anti-Money Laundering Act (Republic Act No. 9160): Provides regulations to prevent money laundering, which non-profit organizations must comply with in their financial transactions and reporting.
SEC Memorandum Circular No. 8, Series of 2013: Provides specific guidelines for non-stock, non-profit corporations regarding their registration and compliance requirements with the SEC.
Bureau of Internal Revenue (BIR) Revenue Regulations: Specific regulations governing the tax treatment and reporting requirements for non-profit organizations.
Philippine Council for NGO Certification (PCNC) Guidelines: Standards and requirements for certification of non-profit organizations, which is often required for tax incentives and donor trust.
Local Government Code (Republic Act No. 7160): Contains provisions affecting non-profit organizations operating within specific local government jurisdictions.
Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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