Articles of Incorporation
The Commonwealth of Massachusetts William Francis Galvin
Secretary of the Commonwealth
One Ashburton Place, Boston, Massachusetts 02108-1512 Telephone: (617) 727-9640
Federal Identification Number: 001029077
ARTICLE I
The name of the corporation is:
ARTISAN'S ASYLUM, INC.
ARTICLE II
The purpose of the corporation is to engage in the following business activities:
TO SUPPORT AND PROMOTE THE EDUCATION AND PRACTICE OF CRAFTS OF ALL TYPES. THE ORGANIZATION EQUIPS AND MAINTAINS A MEMBER-ACCESSIBLE WORKSHOP AND STUDIO, PROVIDING RAW MATERIALS, TOOLS, WORK SPACE, AND SUPPORT FOR A COMMUNITY OF CRAFTSPEOPLE. THE ORGANIZATION ALSO ORGANIZES, PROMOTES, AND HOSTS PUBLIC CRAFT CLASSES IN PURSUIT OF ITS MISSION. THE ORGANIZATION ALSO ORGANIZES AND PUTS ON EVENTS FOCUSED ON SUPPORTING AND PROMOTING CRAFT IN ALL ITS FORMS, DESIGNED TO SPREAD AWARENESS OF THE IMPORTANCE OF ARTISANS IN THE COMMUNITY. THE ORGANIZATION SUPPORTS AND PROMOTES CRAFTS THROUGH, AMONG OTHER METHODS, VOLUNTEER WORK, EVENT SPONSORSHIP, SOLICITATIONS, GIFTS, GRANTS, CONTRIBUTIONS, FUND RAISING AND BY ANY OTHER MEANS ALLOWABLE AND APPROPRIATE UNDER FEDERAL AND STATE LAW.
THIS CORPORATION IS ORGANIZED EXCLUSIVELY FOR THE CHARITABLE AND EDUCATIONAL PURPOSES ABOVE, INCLUDING FOR SUCH PURPOSES, THE MAKING AND DISTRIBUTIONS TO ORGANIZATIONS THAT QUALIFY UNDER 501(C) OF THE INTERNAL REVENUE CODE, OR ANY CORRESPONDING SECTIONS OF ANY FUTURE FEDERAL TAX CODE. THE CORPORATION SHALL AT ALL TIMES BE OPERATED EXCLUSIVELY FOR CHARITABLE PURPOSES WITHIN THE MEANING OF 501(C)(3) OF THE INTERNAL REVENUE CODE, AS NOW ENACTED OR HEREAFTER AMENDED. ALL FUNDS WHETHER INCOME OR PRINCIPLE AND WHETHER ACQUIRED BY GIFT OR CONTRIBUTION OR OTHERWISE, SHALL BE DEVOTED TO SAID PURPOSE. NO PROCEEDS OF THE CORPORATION WILL ENRICH AN INDIVIDUAL, EXCEPT THAT REASONABLE COMPENSATION MAY BE PAID FOR SERVICES TO THE CORPORATION. IF THE CORPORATION IS DISSOLVED, ANY ASSETS REMAINING WILL BE DISTRIBUTED TO ANOTHER CORPORATION SERVING A SIMILAR SIMILAR PURPOSE AND QUALIFYING AS A TAX EXEMPT, CHARITABLE ORGANIZATION UNDER PROVISIONS OF 501(C)(3) OF THE INTERNAL REVENUE SERVICE.
ARTICLE III
A corporation may have one or more classes of members. If it does, the designation of such classes, the manner of election or appointments, the duration of membership and the qualifications and rights, including voting rights, of the members of each class, may be set forth in the by-laws of the corporation or may be set forth below:
THE CORPORATION SHALL HAVE THREE CLASSES OF MEMBERSHIP, DESIGNATED AS DAILY MEMBERS, MONTHLY MEMBERS, AND VOTING MEMBERS. THE DETAILS OF THE BENEFITS, RIGHTS AND OBLIGATIONS OF THESE CLASSES SHALL BE DESCRIBED IN THE CORPORATION'S BY-LAWS.
ARTICLE IV
Other lawful provisions, if any, for the conduct and regulation of the business and affairs of the corporation, for its voluntary dissolution, or for limiting, defining, or regulating the powers of the corporation, or of its directors or members, or of any class of members, are as follows: (If there are no provisions state "NONE")
LIMITATIONS
AT ALL TIMES THE FOLLOWING SHALL OPERATE AS CONDITIONS RESTRICTING THE OPERATIONS AND ACTIVITIES OF THE CORPORATION:
- NO PART OF THE ASSETS OR OF THE NET EARNINGS OF THE CORPORATION SHALL BE DIVIDED AMONG, INURE TO THE BENEFIT OF OR BE DISTRIBUTABLE TO ANY DIRECTOR OR OFFICER OF THE CORPORATION, OR ANY PRIVATE PERSON; PROVIDED, HOWEVER, THAT REASONABLE COMPENSATION MAY BE PAID FOR SERVICES RENDERED TO OR FOR THE CORPORATION IN FURTHERANCE OF ANY ONE OR MORE OF ITS PURPOSES, AND PAYMENTS OR DISTRIBUTIONS MAY BE MADE BY THE CORPORATION IN FURTHERANCE OF ITS PURPOSES; NO DIRECTOR OR OFFICER OF THE CORPORATION OR ANY PRIVATE PERSON SHALL BE ENTITLED TO SHARE IN THE DISTRIBUTION OF ANY OF THE CORPORATE ASSETS UPON THE DISSOLUTION OF THE CORPORATION;
- NO SUBSTANTIAL PART OF THE ACTIVITIES OF THE CORPORATION SHALL BE, INCLUDE OR INVOLVE THE DISSEMINATION OR CARRYING ON OF PROPAGANDA, OR OTHERWISE ATTEMPTING TO INFLUENCE LEGISLATION, EXCEPT TO THE EXTENT PERMITTED BY SECTION 501(H) OF THE CODE;
- THE CORPORATION SHALL NOT PARTICIPATE IN OR INTERVENE IN (INCLUDING PUBLICATION OR DISTRIBUTION OF STATEMENTS) ANY POLITICAL CAMPAIGN ON BEHALF OF (OR OPPOSITION TO) ANY CANDIDATE FOR PUBLIC OFFICE;
- NOTWITHSTANDING ANY OTHER PROVISION OF THESE ARTICLES OF ORGANIZATION, THE CORPORATION SHALL NOT CONDUCT OR CARRY ANY ACTIVITIES NOT PERMITTED TO BE CONDUCTED OR CARRIED ON BY AN ORGANIZATION EXEMPT FROM FEDERAL INCOME TAXATION UNDER SECTION 501(C)(3) OF THE CODE, OR BY AN ORGANIZATION TO WHICH CONTRIBUTIONS ARE DEDUCTIBLE UNDER SECTIONS 170(C)(2) AND 2055(A) OF THE CODE;
- THE CORPORATION SHALL NOT LEND ANY OF ITS ASSETS TO ANY OFFICER OR DIRECTOR OF THIS CORPORATION (UNLESS SUCH LOAN PROGRAM IS REGULARLY CONDUCTED AS PART OF THE ACTIVITIES OF THE ORGANIZATION AND THE QUALIFICATIONS OF THE INDIVIDUAL TO PARTICIPATE IN THE SAME IS DETERMINED BY A PANEL COMPRISED SOLELY OF NON-BOARD MEMBERS), OR GUARANTEE TO ANY PERSON THAT PAYMENT OF A LOAN BY AN OFFICER OR DIRECTOR OF THIS CORPORATION.
- THE CORPORATION MAY (BUT NEED NOT) HAVE VOTING MEMBERS, AND SUCH MEMBERSHIP, IF ANY, AND CLASSES THEREOF, SHALL BE AS DEFINED IN THE CORPORATION'S BY-LAWS. THE MANAGEMENT AND AFFAIRS OF THE CORPORATION SHALL BE AT ALL TIME UNDER THE DIRECTION OF A BOARD OF DIRECTORS, WHOSE OPERATIONS IN GOVERNING THE CORPORATION SHALL BE DEFINED BY STATUTE AND BY THE CORPORATION'S BY-LAWS.
Note: The preceding four (4) articles are considered to be permanent and may ONLY be changed by filing appropriate Articles of Amendment.
ARTICLE V
The by-laws of the corporation have been duly adopted and the initial directors, president, treasurer and clerk or other presiding, financial or recording officers, whose names are set out on the following page, have been duly elected.
ARTICLE VI
The effective date of organization of the corporation shall be the date approved and filed by the Secretary of the Commonwealth. If a later effective date is desired, specify such date which shall not be more than thirty days after the date of filing.
Later Effective Date:
ARTICLE VII
The information contained in Article VII is not a permanent part of the Articles of Organization
The street address (post office boxes are not acceptable) of the principal office of the corporation in Massachusetts is:
No. and Street:
City or Town:
561 WINDSOR ST SUITE A306 SOMERVILLE
State: MA Zip: 02143 Country: USA
- The name, residential address and post office address of each director and officer is as follows:
(A president, treasurer, clerk, and at least one director are required.)
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Title: PRESIDENT |
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Expiration of Term: None |
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First Name: GUIHERME |
Middle Name: |
Last Name: CAVALCANTI |
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Residential Address: 170 GORE ST #105 City: CAMBRIDGE State: MA Zip: 02141 Country: USA Post Office Address: 170 GORE ST #105 |
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City: CAMBRIDGE |
State: MA |
Zip: 02141 |
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Country: USA |
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Title: TREASURER |
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Expiration of Term: None |
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First Name: JENNIFER |
Middle Name: |
Last Name: MARTINEZ |
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Residential Address: 170 GORE ST #105 City: CAMBRIDGE State: MA Zip: 02141 Country: USA Post Office Address: 170 GORE ST #105 |
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City: CAMBRIDGE |
State: MA |
Zip: 02141 |
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Country: USA |
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Title: CLERK |
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Expiration of Term: None |
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First Name: JENNIFER |
Middle Name: |
Last Name: MARTINEZ |
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Residential Address: 170 GORE ST #105 City: CAMBRIDGE State: MA Zip: 02141 Country: USA Post Office Address: 170 GORE ST #105 |
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City: CAMBRIDGE |
State: MA |
Zip: 02141 |
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Country: USA |
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Title: DIRECTOR |
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Expiration of Term: None |
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First Name: GUIHERME |
Middle Name: |
Last Name: CAVALCANTI |
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Residential Address: 170 GORE ST #105 City: CAMBRIDGE State: MA Zip: 02141 Country: USA Post Office Address: 170 GORE ST #105 |
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City: CAMBRIDGE |
State: MA |
Zip: 02141 |
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Country: USA |
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Title: DIRECTOR |
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Expiration of Term: None |
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First Name: JENNIFER |
Middle Name: |
Last Name: MARTINEZ |
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Residential Address: 170 GORE ST #105 City: CAMBRIDGE State: MA Zip: 02141 Country: USA Post Office Address: 170 GORE ST #105 City: CAMBRIDGE State: MA Zip: 02141 Country: USA |
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- The fiscal year (i.e., tax year) of the corporation shall end on the last day of the month of: January
- The name and business address of the resident agent, if any, of the corporation is:
Name:
No. and Street:
City or Town:
SHANNON JAMIESON, ESQ. 711 ATLANTIC AVE
LOWER LEVEL BOSTON
State: MA Zip: 02111 Country: USA
I/We, the below signed incorporator(s), do hereby certify under the pains and penalties of perjury that I/we have not been convicted of any crimes relating to alcohol or gaming within the past ten years. I/We do hereby further certify that to the best of my/our knowledge the above-named officers have not been similarly convicted. If so convicted, explain:
/SHANNON JAMIESON/
IN WITNESS WHEREOF AND UNDER THE PAINS AND PENALTIES OF PERJURY, I/we, whose signature(s) appear below as incorporator(s) and whose name(s) and business or residental address(es) are beneath each signature do hereby associate with the intention of forming this corporation under the provisions of General Law, Chapter 180 and do hereby sign these Articles of Organization as incorporator(s) this 27 Day of May, 2010
(If an existing corporation is acting as incorporator, type in the exact name of the corporation, the state of other jurisdiction where it was incorporated, the name of the person signing on behalf of said corporation and the title he/she holds or other authority by which such action is taken.)
/SHANNON JAMIESON/
THE COMMONWEALTH OF MASSACHUSETTS
I hereby certify that, upon examination of this document, duly submitted to me, it appears that the provisions of the General Laws relative to corporations have been complied with, and I hereby approve said articles; and the filing fee having been paid, said articles are deemed to have been filed with me on:
May 27, 2010 9:24 AM
WILLIAM FRANCIS GALVIN
Secretary of the Commonwealth
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