Constitution

Article of Incorporation

Articles of Incorporation of the undersigned, who are 18 years of age or older, and a majority of whom are legal resident of the United States, desiring to form a Non-Profit Corporation under the Non-Profit Corporation Act (Chapter 24.03 RCW) of the State of Washington, do hereby certify:

First: The name of the Corporation shall be Bhindeshi.

Second: The place in this state where the principal office of the Corporation is to be located is the City of Bothell, Snohomish County, Washington.

Third: The said corporation is organized exclusively for cultural purposes, including, for such purposes, the making of contribution to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. The purpose of this corporation is:

  • To foster the ethnic Bengali traditions and values through cultural events and stage performances.
  • To collaborate, for such purposes, with other exempt organizations under section 501(c)(3) of the Internal Revenue Code

Fourth: The management of the affairs of the corporation shall be vested in a board of directors, as defined by the corporation’s bylaws. No director shall have any right, title, or interest in or to any property of the corporation.

Fifth: No part of the funds or 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 Article Third hereof.

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, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

Sixth: Any other provisions of this instrument notwithstanding, the directors shall distribute its income for each tax year at a time and in a manner as not to become subject to the tax on undistributed income imposed by section 4942 of the Internal Revenue Code, or the corresponding section of any future federal tax code.

Any other provisions of this instrument notwithstanding, the directors will not engage in any act of self-dealing as defined in section 4941(d) of the Internal Revenue Code, or the corresponding section of any future federal tax code; nor retain any excess business holdings as defined in section 4943(c) of the Internal Revenue Code, or the corresponding section of any future federal tax code; nor make any investments in a manner as to incur tax liability under section 4944 of the Internal Revenue Code, or the corresponding section of any future federal tax code; nor make any taxable expenditures as defined in section 4945(d) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

Seventh: The duration of the corporate existence shall be perpetual until dissolution. Upon the dissolution of the corporation, 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 state local government, for a public purpose. Any such assets not so disposed of 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 organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.