Articles of Incorporation Foundation is the primary establishment document required when creating a non-profit foundation in the Philippines. This document must be filed with the Securities and Exchange Commission (SEC) and serves as the foundation's charter, establishing its legal existence. It contains essential information including the foundation's name, purpose, principal office, founders, governance structure, and initial assets. The document must comply with the Revised Corporation Code of the Philippines and various SEC regulations specific to foundations. It's particularly important as it determines the foundation's tax-exempt status eligibility and sets the framework for all future operations. The Articles must be carefully drafted to ensure they meet both current operational needs and anticipate future requirements, as amendments typically require SEC approval and can be complex to execute.
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1. Title and Preamble: States the document type and introduces the incorporators
2. Article I - Name: Official name of the foundation, which must include 'Foundation' and comply with SEC naming regulations
3. Article II - Principal Office: Complete address of the foundation's principal office in the Philippines
4. Article III - Purpose: Detailed statement of the foundation's charitable, social, educational, or other non-profit purposes
5. Article IV - Term of Existence: Duration of the foundation (typically perpetual)
6. Article V - Founders/Incorporators: Names, nationalities, and addresses of founders/incorporators
7. Article VI - Trustees: Number, qualifications, terms, and manner of election of trustees
8. Article VII - Officers: Positions, duties, and responsibilities of officers
9. Article VIII - Capital Structure: Amount of capital/assets dedicated to the foundation
10. Article IX - Dissolution: Provisions for dissolution and distribution of assets
11. Article X - Amendments: Procedure for amending the Articles of Incorporation
1. Article on Branches: Include when the foundation plans to establish offices in other locations
2. Article on Special Programs: Include when the foundation has specific flagship programs that need to be institutionalized
3. Article on Advisory Board: Include when the foundation wants to establish a separate advisory body
4. Article on Foreign Activities: Include when the foundation plans to operate internationally
5. Article on Specific Governance Policies: Include when additional governance mechanisms are needed beyond basic requirements
6. Article on Conflict Resolution: Include when specific dispute resolution procedures are desired
1. Schedule A - List of Initial Assets: Detailed inventory of initial assets contributed to the foundation
2. Schedule B - Founding Members: Complete information about founding members including their contributions
3. Schedule C - Initial Programs: Detailed description of initial charitable programs and activities
4. Appendix 1 - Trustee Acceptance: Written acceptance of initial trustees
5. Appendix 2 - SEC Requirements Checklist: Checklist of compliance with SEC requirements
6. Appendix 3 - Tax Exemption Requirements: Documentation for tax-exempt status application
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