RFC (request for comments): IdeaFarm Operations, a nonprofit California public benefit corporation

in life •  6 months ago

Please comment. This nonprofit exists legally but has no members and no board of directors or officers. I am the incorporator. I am provisionally filling all of the officer positions, but California law requires that I find three distinct people to serve as officers. That is my current goal.

Link to PDF file of the Articles of Incorporation as filed with the Secretary of State: http://archive.ideafarm.com/2017/!ideafarm.8.2.00000000.00000001.20170315@1415.20170415@0000.002.71f0317daca9c33e6fe04fe67d635548.00000001.data.pdf

Complete text of the articles as filed:

ARTICLES OF INCORPORATION
IDEAFARM OPERATIONS, INCORPORATED
A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION

Article 1: The name of this corporation is IDEAFARM OPERATIONS, INC.

Article 2: This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation law for public purposes. The specific purpose of this corporation is to promote unselfish living, defined as being wholesomely connected to other people, to the Earth, and to Higher Power, with an organizational focus on connecting individuals wholesomely with other individuals.

Article 3: This corporation is organized and operated exclusively to:

  1. Speak, teach, and organize to promote unselfish living, without aligning with or favoring any particular religious, political, or other organization or belief system.

  2. Operate an economic association for unselfish people to empower unselfish people economically, thereby creating an incentive to choose unselfishness.

  3. Facilitate the organization of unselfish people by other entities for civic participation and lawful civic activism, to empower unselfish people politically.

  4. Organize social events to bring together people committed to living unselfishly to empower them personally, including finding mates and raising children.

  5. Speak and teach to promote religious living according to any system of theistic or atheistic belief and practice that promotes unselfishness.

Article 4: “Religion” means any theistic or atheistic system of belief and practice that promotes a concept of Higher Power (not a person or government or other human organization) to which human beings are dependent upon or controlled by.

Article 5: “Wholesome connection to another person” means a connection that is mutually beneficial and not harmful to the community or to human society generally.

Article 6: “Wholesome connection to the Earth” means stewardship to exploit, enjoy, and develop the Earth, including all sentient beings, sustainably or otherwise ethically.

Article 7: “Wholesome connection to Higher Power” means a person believes that he or she is part of a greater whole, and that his or her purpose and duty is to live in a manner that promotes that greater whole, as a normal cell does in a human body, in contrast to a cancer cell or a virus.

Article 8: This corporation will be friendly to, and partner with, religious organizations, but will not align with any particular belief system or religious organization.

Article 9: This corporation will be friendly to, and partner with, civic and political organizations but will not itself be a civic or political organization. This corporation will not promote, develop, or favor any particular party or political, economic, or social view, and will not organize for civic activism, other than to encourage civic participation according to individual choice and to facilitate such organization by others.

Article 10: This corporation shall be operated in a manner that empowers unselfish people to control the course of their own lives, but shall not itself become a concentration of power, or a voice for any idea other than unselfishness, or an influence within society in any other way other than to organize and empower persons who choose to live unselfishly.

Article 11: The Bylaws, and these Articles, shall not be amended without the approval of Wo Of Ideafarm, until such time as this corporation has at least 256 members and then has held an election with at least 256 votes cast to either affirm or replace all Directors. If the election of Directors is staggered, the approval by Wo Of Ideafarm shall be required until every Director position has been put to an election with at least 256 votes cast. This approval requirement shall survive and control notwithstanding the death or incapacity or unavailability of Wo Of Ideafarm.

Article 12: Articles 1 through 12 shall not be amended.

Article 13: Not withstanding other provisions, this corporation shall be a conglomerate with operations spanning, but limited to, 26 U.S.C. 501 (c) (3), (4), (5), (6), (7). This corporation shall operate primarily as a tax-exempt 26 U.S.C. 501 (c) (3) corporation organized for religious purposes, and shall engage in 26 U.S.C. 501 (c) (4), (5), (6), (7) operations only to the extent that it can do so while retaining Internal Revenue Service and Franchise Tax Board tax-exempt status.

Article 14: The initial street address of this corporation is Ideafarm Operations, 211 Hope Street 276, Mountain View, CA 94042.

Article 15: The name and street address of this corporation’s initial agent for service of process is Wo Of Ideafarm, 211 Hope Street 276, Mountain View, CA 94042.

Article 16: This corporation shall be controlled by a board of directors initially appointed by the incorporator and subsequently elected by its members. This control shall be subject only to these Articles, the Bylaws, and applicable law.
Article 17: This corporation shall have members. (Limited to natural persons.)

Article 18: No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and this corporation shall not participate in or intervene in any political campaign, including the publication or distribution of statements on behalf of or in opposition to any candidate for public office.

Article 19: The property of this corporation is irrevocably dedicated to the purpose stated in Article 2 and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person.

Article 20: Upon the dissolution or winding up of this corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable, educational and/or religious purposes and which has established its tax-exempt status under Internal Revenue Code section 501 (c) (3), (4), (5), (6), and/or (7), as well as established its tax-exempt status with the Franchise Tax Board (if in California) or with the State tax authority in its jurisdiction (if not in California).

Article 21: This corporation shall exist perpetually. Any assets distributed pursuant to Article 20 shall be deemed by the receiving entity to be the property of “unselfish people yet unborn” and shall be held in trust by the receiving entity until such time as a new corporation can be formed under these same articles, or, if required by law or exigency, articles derived from and faithful to these articles. The receiving entity, as trustee, must convey said assets to the first such bona-fide new corporation. For its services as trustee, the receiving entity may claim reasonable compensation from the new corporation but may not deduct anything of value before conveying said assets; the claim shall be a lien on said assets, with title conveyed without delay.

Signed,

Wo Of Ideafarm

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