Nonprofit
Articles of Incorporation
of
The Portland Ceili Society
The undersigned natural person(s) of the age of eighteen years or more, acting as incorporators under the Oregon Nonprofit Corporation Law, adopt the following Articles of Incorporation:
ARTICLE I
The name of this corporation is the Portland Ceili Society and its duration shall be perpetual.
ARTICLE II
The purpose or purposes for which the corporation is organized are:
Articles of Incorporation
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ARTICLE III
The address of the initial registered office of the corporation is 718 N.E. 20th Ave., Portland, Oregon 97232, and the name of the initial registered agent at such address is Fay M. Harper.
ARTICLE 1V
The number of directors constituting the initial board of directors of the corporation is 5, and the names and addresses of the persons who are to serve as directors until the first annual meeting or until their successors are elected and shall qualify are:
Elizabeth Schilling Fantz, 2743 N.W. Savier, Portland, OR 97210
Marguerite McClay, 3533 S.E. Washington, Portland, OR 97214
Randal Bays, 3533 S.E. Washington, Portland, OR 97214
Marilyn Zornado, 2253 N.W. Pettygrove, Portland, OR 97209
Fay Harper, 718 N.E. 20th, Portland, OR 97232
ARTICLE V
The names and address of each incorporator is:
Emily Pierce, 6241 N.W. Cornell Rd., Portland, OR 97210
Curt Porach, 1026 N.W. 20th Ave., Portland, OR 97209
Peggy Feindt, 2253 N.W. Pettygrove, Portland, OR 97209
Bill Bulick, 1933 N.W. 23rd Place, Portland, OR 97209
ARTICLE VI
Upon dissolution of the Portland Ceili Society, any funds remaining shall be given to the Oregon Food Bank.
ARTICLE VII
No part of the net earnings of the corporation shall inure to the benefit of, or be distributed to, its members, directors, officers or other private persons, except that the corporation shall be organized and empowered to pay reasonable compensation for services rendered and make payments and distributions in furtherance of the purposes set forth in Article II hereof.
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ARTICLE VIII
501 (c) (3) Information:
The purpose or purposes for which the corporation is organized are as follows;
Said organization 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 corresponding section of any future federal tax code.
No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization 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 the purpose clause hereof. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of the document, the organization shall not carry on any other activities not permitted to be carried on (a) by any organization exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code, corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax code.
Upon the dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for the public purpose. Any such assets not disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the organization is then located, exclusively for the purposes or to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.