Articles of Incorporation
American Catholic Council, Inc.
A Florida “Not for Profit” Corporation
The undersigned, acting as incorporators of a corporation under 617 of Florida Statutes, adopts the following Articles of Incorporation:
A. Name: The name of the Corporation is “American Catholic Council, Inc.”
B. Principal Office: The principal office of the Corporation is located at 1659 Chinaberry Court, Naples, Florida 34105.
C. Mailing Address: The mailing address of the corporation is 1659 Chinaberry Court, Naples, Florida 34105.
D. Registered Agent: The name of the registered agent of the corporation is John D. Hushon. The address of the registered agent is 1659 Chinaberry Court, Naples, Florida 34105.
E. Duration/Membership: The period of duration is perpetual. The qualification for members, if any, and the manner of their admission shall be regulated by the bylaws.
F. Board of Directors: The method of selection of the Board of Directors and the number of Directors shall be stated in the bylaws.
G. Incorporators: The names and addresses of the Incorporators, together with their original signatures, are contained on page three of these Articles.
H. Corporate Purposes:
- This Corporation is formed exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provisions of any future United States Internal Revenue laws.
- The purposes for which this Corporation is formed are exclusively charitable, educational, and scientific and include the following:
- To gather together Roman Catholics, other individuals, and organizations of Catholics for planning, discussion, and action purposes relating to contemporary reform issues of Roman Catholics and the Roman Catholic Church in America;
- To plan and organize periodic local, regional, and national meetings bringing together individuals and organizations to discuss, decide, and act upon reform issues relating to the Roman Catholic Church in America;
- To invite persons of all races, theological views, lay or clerical status, nationality, and political and personal persuasion to join in this discussion; and,
- To do any and all lawful activities which may be necessary, useful, or desirable for the furtherance, accomplishment, fostering, or attaining of the foregoing purposes, either directly or indirectly, and either alone or in conjunction or cooperation with others, whether such others be persons or organizations of any kind or nature, such as corporations, firms, associations, trusts, institutions, foundations, or governmental bureaus, departments, or agencies.
- All of the foregoing purposes shall be exercised exclusively for charitable and education purposes in such manner that the corporation will qualify as an exempt organization under Section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provisions of any future United States Internal Revenue laws.
I. Section 501(c)(3) Provisions:
- Corporate Provisions: Notwithstanding any other provision of these articles, this organization shall not carry on any other activities not permitted to be carried on by an organization exempt from US Federal and state income tax under Section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provisions of any future United States Internal Revenue laws.
- Exclusivity: The Corporation is organized exclusively for charitable and educational purposes.
- No Private Inurement: The Corporation is not organized nor shall it be operated for the primary purpose of generating pecuniary gain or profit. The Corporation shall not distribute any gains, profits or dividends to the Directors, Officers, or Members thereof, or to any individual, except as reasonable compensation for services actually performed or reasonable expenses actually incurred in carrying out the Corporation’s charitable and educational purposes. The property, assets, profits and net income of the Corporation and irrevocably dedicated to charitable and educational purposes, no part of which shall inure to the benefit of any individual.
- Lobbying and Political Campaigns: no substantial part of the activities of the Corporation shall consist of the carrying on or propaganda or otherwise attempting to influence legislation, and the Corporation shall not participate in, or intervene in, any political campaign on behalf of any candidate for civil public office.
- Dissolution: Upon winding up and dissolution of the Corporation, the assets of the Corporation shall be distributed to an organization recognized as exempt under Section 501(c)(3) of the Internal Revenue Code of 1986 to be used exclusively for charitable and educational purposes. If the Corporation holds any assets in trust, and the trust does not provide for further disposition upon dissolution, such assets shall be disposed of in such a manner as may be directed by decree of the Circuit Court of the district in which the Corporation’s principal office is located, upon petition thereof by the Attorney General or by any person concerned in the liquidation.
- Private Foundation: The Corporation is not a private foundation.
J. Indemnification: Any person (and the heirs, executors and administrators of such person) made or threatened to made a party to any action, suit, or proceeding by reason of the fact that he/she is or was a Director, Alternate Director, or Officer of the Corporation shall be indemnified by the Corporation against any and all liability and the reasonable expenses, including attorney’s fees and disbursements, incurred by him/her (of the heirs, executors, and administrators of such person) in connection with the investigation, defense, settlement or judgment of or in such action, suit, or proceeding, or in connection with any appearance therein, except in relation to matters as to which is shall be adjudged in such action, suit, or proceeding that such Director, Alternate Director, or Officer is liable for negligence or misconduct in the performance of his duties. The Corporation shall be entitled to obtain and maintain insurance in connection with this indemnification. Such right of indemnification shall not be deemed exclusive of any other rights to which such Director, Alternate Director, or Officer (or such heirs, executors or administrators) may be entitled apart from this Article. It is the intention of this Article to provide indemnification to Directors, Alternative Directors, and Officers to the greatest extent possible under Florida law in existence at the time of the demand for indemnification and this Article shall therefore be interpreted in the context of this intention.
These Articles of Incorporation, consisting of three pages, are hereby executed by the incorporators as of this 25th day of November 2008.
101 Southern Boulevard, Hauppage, NY 11788
4 Loch Lane, South Barrington, IL 60010
John D. Hushon
1659 Chinaberry Court, Naples, FL 34105
Robert B. Kaiser
14249 N 3rd Avenue, Phoenix, AZ 85023
7501 Woodcrest Avenue, Philadelphia, PA 19151
354 Claymore Blvd, Richmond Heights, OH 44143
Registered Agent’s Acceptance of Appointment
I hereby accept appointment as registered agent for American Catholic Council, Inc., a Florida not-for-profit corporation.
Date: November 25, 2008
John D. Hushon
1659 Chinaberry Court
Naples, Florida 34105
Filed Department of State, Florida, N09000000800
January 26, 2009
Kurt S. Browning, Secty of State
Federal ID # 26-4156685