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1. ..Name of the Corporation.
The name of the corporation is Arsenic Foundation, Inc.
(hereinafter referred to as the "Corporation").
2. Nature of the Corporation.
The
Corporation is a corporation as defined in subparagraph (a)(5) of
Section 102 of the Not-for-Profit Corporation Law and is not formed,
conducted or operated for purposes of pecuniary profit or financial
gain. The Corporation is a Type B corporation under Section 201 of the
Not-for-Profit Corporation Law.
3. Purposes.
The
Corporation is organized and operated exclusively for charitable,
educational and scientific purposes within the meaning of Section
501(c)(3) of the Internal Revenue Code of 1986, as amended, (the
"Code"). The Corporation will achieve its purposes by establishing
clean water projects in South East Asian villages. Specifically, the
Corporation shall be authorized to do any and all things necessary and
proper to
- Work with local government and non-governmental
organizations to identify areas in need of clean water projects;
- Educate local populations on the importance and
maintenance of clean water projects;
- Provide funds to establish clean water
systems in poor, underprivileged
communities in South East Asia. The kinds of clean water projects
contemplated include: sanitary dugwells, pond sand filters, rainwater
harvesting and deep arsenic free tubewells;
- Effect periodic testing of the clean water systems
that
are established; and
- Subject always to the provisions of this article (3),
(i) to do all and
everything necessary, suitable and proper for the accomplishment of any
of the purposes or the attainment of any of the objects or the
furtherance of any of the powers hereinbefore set forth and to the same
extent as natural persons might or could do, either alone or through
the agency of other corporations, organizations, institutions or
governmental bodies, and (ii) to do every other act or acts, thing or
things, incidental or appurtenant to or growing out of or connected
with the aforesaid objects or purposes or any part or parts thereof.
4. Powers.
In
furtherance of the foregoing purposes, the Corporation shall have all
the general powers enumerated under Section 202 of the N-PCL, including
but not limited to the power to solicit grants and contributions for
the foregoing purposes and any other powers now or hereafter permitted
by law for a corporation organized for the foregoing purposes, provided
however, that these powers are consistent with Section 501(c)(3) of the
Code.
5.
Obligations and Prohibitions.
- No part of the net earnings of the Corporation
shall inure to the
benefit of any member, trustee, director, or officer of the Corporation
or any private individual, except that reasonable compensation may be
paid for services rendered to or for the Corporation.
- No member, trustee, director or officer of the
Corporation or any
private individual shall be entitled to share in the distribution of
any of the corporate assets on dissolution of the Corporation.
- No substantial part of the activities of the
Corporation shall be
carrying on propaganda, lobbying or otherwise attempting to influence
legislation, except as otherwise provided under Section 501(h) of the
Code. The Corporation shall not participate nor intervene (including
the publication or distribution of statements) in any political
campaign on behalf of or in opposition to any candidate for public
office.
- Notwithstanding any other provision of
this Certificate, the Corporation is organized exclusively for one or
more of the following purposes: religious, charitable, scientific,
testing
for public safety, literary, or educational purposes, as specified in
Section 501(c)(3) of the Code. The Corporation shall not carry on any
activities not permitted to be carried on (i) by a corporation exempt
from federal income tax under Section 501(c)(3) of the Code or (ii) by
a corporation contributions to which are deductible under Sections
170(c)(2), 2055(a)(2), and 2522(a)(2) of the Code.
- In the event of the liquidation, dissolution,
or winding up of the
Corporation, whether voluntary or involuntary or by operation of law,
all of the remaining assets and property of the Corporation shall after
necessary expenses thereof be distributed to one or more organizations
which are then qualified under Section 501(c)(3) of the Code to be used
in such manner as in the judgment of a Justice of the Supreme Court of
the State of New York will best accomplish the general purposes for
which the Corporation was formed.
- In any taxable year in which the Corporation is a
private foundation
under the code, it: (i) shall distribute its income for each taxable
year at such time and manner as not to become subject to the tax on
undistributed income under Section 4942 of the Code; (ii) shall not
engage in any act of self-dealing as defined in Section 4941 of the
Code; (iii) shall not retain any excess business holdings as defined in
Section 4943 of the Code; (iv) shall not make any investments in such
manner as to subject the Corporation to tax under Section 4944 of the
Code; and (v) shall not make any taxable expenditures as defined in
Section 4945 of the Code.
6 Location of the Corporation.
The office of the Corporation in the State of New York
shall
be located in
- The books and records of the Corporation shall be
located at c/o
Department of Physics, Lyman Laboratory, Room 435, Harvard University,
Cambridge, MA 02138.
7. Directors.
The names and addresses of the initial directors of the Corporation are:
Name :
Address:
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Dr.
Richard Wilson
c/o Department of Physics Lyman Laboratory Room 435
Harvard University Cambridge, MA 02138
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Dr.
Meera Smith
c/o University of California
2030 Addison Street Berkeley, CA 94704-1158
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Dr.
David Christiani
c/o School of Public Health
Harvard
University
Huntingdon A venue Boston, MA 02199
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Dr. Charles Harvey
c/o Massachusetts Institute of Technology
Cambridge, MA 02139
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Dr.
Quasi Quamruzzaman
c/o Dhaka Community Hospital 190/1,
Baro Moghbazar, Wireless Railgate Dhaka-1217, Bangladesh.
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8.
Agent for Service of Process.
The
Secretary of State of the State of New York is hereby designated as the
agent )f the Corporation upon whom process in any action or proceeding
against the Corporation may )e served. The post office address to which
the Secretary of State shall mail a copy of any such Jrocess so served
is:
Dr. Richard Wilson
c/o Department of Physics
Lyman Laboratory Room 435
Harvard University
Cambridge, MA 02138
IN
WITNESS WHEREOF, the undersigned incorporator, being at least eighteen
years of age, has signed this certificate this - day of September,
2004, and hereby affirms the truth of the statements contained herein
under penalty of perjury.
Dr. Richard Wilson
c/o Department of Physics
Lyman Laboratory Room 435
Harvard University
Cambridge, MA 02138
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