Section 1: Purpose
The Happy Angels Project Inc.,orporation 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 the corresponding section of any future tax code. The specific purpose of the corporation is to provide community awareness, education, support network services, volunteer in-kind professional services, as well as financial access grants to comprehensive alternative medicine and supportive therapies; including practical daily living assistance grants and services for young adults and families experiencing chronic depression and mood disorders associated with a cancer diagnosis, in-home-hospice care giving, rare disorders, post traumatic stress disorder, traumatic brain injury sequale and adult adjustment issues related to learning disabilities and chronic illness in the family. An integral part of our purpose is to assist minorities and under-represented ethnic groups become educated on nonprofit governance and 21st century strategic fundraising development to prepare them for an active role in their communities through personal service and understanding of social entrepenuership ventures as a means to address “socio-economic” access to integrated mind body health care strategies that enhance quality of life issues for the chronically ill and impoverished communities at large.
Section 2: No Private Inurement
No part of the net earnings of the corporation shall inure to the benefit of or be distributable to its members, trustees, officers, or other private persons, except that the corporation 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 Section 1 hereof.
Section 3: Conflict of Interest Policy
No contract or other transaction between the corporation and one or more of its members, officers, or between the corporation and any other corporation, firm, association, or other entity in which one or more of its members, officers are member officers, or have substantial interest, shall be approved by a vote of the board or any committee thereof, if such member, officers or members, (hereinafter “interests party”) is present at the meeting of the board, or of a committee thereof, which authorizes such contract or transaction, or his/her votes are counted for such purpose, unless the material facts as to the interested party’s interest in such contract or transaction and as to any such common membership, officer ship, or membership and the board committee authorized such contract or transaction by unanimous written consent, provided at least one officer consenting is disinterested, or by majority vote without counting the votes or votes of such interested party.
Section 4: No Lobbying
No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of the corporation. The corporation shall abide by all the rules and regulations set forth by the IRS 501© 3 determination and its rules, regulations and orders of record.
Section 5: Private Foundation Status
In the event that the Corporation fails to qualify as a public charity under federal tax law and is considered a private foundation, the corporation shall comply with the following:
A. It will distribute its income for each tax year at such time and in such manner so that it will not become subject to the tax on undistributed taxable income imposed by section 4942 of the Internal Revenue Code, or corresponding provisions of any later federal tax laws;
B. It will not engage in any act of self-dealing as defined in section 4941(d) of the Internal Revenue Code, or corresponding provisions of any later federal tax laws;
C. It will not retain any excess business holdings as defined in section 4943(c) of the Internal Revenue Code, or corresponding provisions of any later federal tax laws;
D. It will not make any investments in a manner that would subject it to tax under section 4944 of the Internal Revenue Code, or corresponding provisions of any later federal tax laws; and
E. It will not make any taxable expenditures as defined in section 4945(d) of the Internal Revenue Code, or corresponding provisions of any later federal tax laws.
Section 6: Dissolution
Upon the dissolution of the corporation, all assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organizations, as said Court shall determine, which are operated exclusively for such purposes.
