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Articles Of Incorporation Nonprofit

Articles Of Incorporation Nonprofit Template for Philippines

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Key Requirements PROMPT example:

Articles Of Incorporation Nonprofit

"I need Articles of Incorporation Nonprofit for an educational foundation in Manila that will provide scholarships to underprivileged students, with a 15-member board of trustees and operations starting March 2025."

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Document background
Articles of Incorporation Nonprofit is a mandatory legal document required for establishing any nonprofit organization in the Philippines. This document must be filed with the Securities and Exchange Commission as the first step in creating a legally recognized nonprofit entity. It contains essential information about the organization's identity, purpose, governance structure, and commitment to nonprofit operations. The document is crucial for organizations seeking to operate as tax-exempt entities and must comply with the Revised Corporation Code of the Philippines, SEC Memorandum Circular No. 08, and other relevant regulations. It serves as the foundation for all future organizational activities and is often required when applying for grants, opening bank accounts, or engaging with government agencies. The Articles must clearly demonstrate the organization's nonprofit nature and include specific provisions required by Philippine law regarding asset distribution and dissolution.
Suggested Sections

1. Corporate Name: The complete name of the corporation with 'Inc.' or 'Corporation' as suffix, ensuring compliance with SEC naming regulations

2. Principal Office: Complete address of the corporation's principal office in the Philippines

3. Corporate Purpose: Detailed description of the nonprofit's primary purpose and secondary purposes, if any, clearly stating its charitable, religious, educational, or other nonprofit nature

4. Term of Existence: Statement of whether the corporation will exist perpetually or for a specified term

5. Names and Residences of Incorporators: List of at least five incorporators with their respective addresses, all of whom must be natural persons of legal age

6. Names and Number of Trustees: Number of trustees (minimum of 5, maximum of 15) and names of initial trustees who will serve until first election

7. Contributions: Statement that the corporation is non-stock and information about the source and application of assets and funds

8. Non-distribution of Net Income: Declaration that no part of the income shall be distributed to members, trustees, or officers

9. Dissolution Clause: Provisions for the disposition of assets upon dissolution

10. Primary Address and Contact Information: Complete mailing address and contact details for SEC communications

Optional Sections

1. Specific Program Activities: Detailed description of specific charitable programs or activities, recommended when the organization has well-defined initial projects

2. Branch Offices: Information about branch offices or satellite locations, if the organization plans to operate in multiple locations

3. Board Committees: Provisions for the creation and operation of specific committees, useful for larger organizations with complex governance needs

4. Membership Provisions: Details about membership categories and rights, if the organization will have a membership structure

5. Conflict Resolution: Procedures for resolving internal disputes, recommended for larger organizations

6. International Activities: Provisions regarding international operations or partnerships, if applicable

Suggested Schedules

1. Schedule A - List of Incorporators: Detailed information about incorporators including their citizenship, occupation, and tax identification numbers

2. Schedule B - Initial Contributions: Detailed list of initial contributions, properties, or assets contributed to the corporation

3. Schedule C - Board of Trustees Information: Comprehensive information about initial trustees including their qualifications and backgrounds

4. Schedule D - Corporate Governance Manual: Detailed policies and procedures for corporate governance

5. Schedule E - Program Framework: Detailed description of the organization's planned programs and activities

6. Appendix 1 - SEC Requirements Checklist: Checklist of all SEC requirements and supporting documents

7. Appendix 2 - Tax Exemption Requirements: Documentation required for tax exemption application

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

Linkedin in social icon imageX social icon image
alex.den.21@genieai.co
Relevant Industries

Education

Healthcare

Religious Organizations

Environmental Conservation

Social Services

Arts and Culture

Humanitarian Aid

Community Development

Research and Development

Youth Development

Elder Care

Animal Welfare

Poverty Alleviation

Disaster Relief

Civil Rights and Advocacy

Relevant Teams

Legal

Compliance

Corporate Governance

Executive Leadership

Finance

Administration

Board of Directors

Risk Management

Corporate Affairs

Regulatory Affairs

Relevant Roles

Executive Director

Board President

Corporate Secretary

Legal Counsel

Compliance Officer

Board Member

Chief Financial Officer

Program Director

Nonprofit Administrator

Governance Officer

Risk Management Officer

Operations Director

Development Director

Incorporator

Founding Member

Industries
Revised Corporation Code of the Philippines (Republic Act No. 11232): The primary law governing the incorporation, organization, and operation of private corporations in the Philippines, including non-profit corporations. It provides the basic requirements for incorporation, corporate structure, and governance.
Securities Regulation Code (Republic Act No. 8799): Regulates the registration of corporations with the Securities and Exchange Commission (SEC) and ensures compliance with reporting requirements.
National Internal Revenue Code (Republic Act No. 8424): Contains provisions on tax treatment of non-profit organizations, including potential tax exemptions and requirements for maintaining tax-exempt status.
SEC Memorandum Circular No. 08, Series of 2013: Provides specific guidelines for non-stock, non-profit corporations, including required provisions in the Articles of Incorporation and documentary requirements.
Anti-Money Laundering Act (Republic Act No. 9160): Relevant for ensuring compliance with financial transparency requirements, particularly important for non-profit organizations receiving donations.
Bureau of Internal Revenue (BIR) Revenue Regulations: Specific regulations governing the tax treatment of non-profit organizations, including requirements for maintaining tax-exempt status and filing obligations.
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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