The following is the text of the Articles of Incorporation for Emerald Onion that were filed with the Secretary of State for Washington State. We filed this with the state and verified it was received and accepted before filing IRS Form 1023-EZ.
Nonprofit Corporation Articles of Incorporation of Emerald Onion
Pursuant to RCW 23B.02.020 of the Washington Business Corporation Act, the undersigned does hereby submit these Articles of Incorporation for the purpose of forming a nonprofit corporation.
Article 1: Name
The name of the corporation is Emerald Onion.
Article 2: Effective Date
The effective date of incorporation shall be 6/15/2017.
Article 3: Existence
The corporation shall have perpetual existence.
Article 4: Purpose
The purpose of the corporation is to promote and support online anonymity and privacy. Towards this purpose, the corporation shall engage in charitable, educational, and scientific purposes, including 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 federal tax code.
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 described in section 501(c)(3). 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.
Article 5: Distributions Upon Dissolution
Upon termination or dissolution of the corporation, any assets lawfully available for distribution shall be distributed to one or more qualifying organizations described in Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, which have a charitable purpose which, at least generally, includes a purpose similar to the terminating or dissolving corporation.
Article 6: Initial Board of Directors
The corporation’s initial directors are as follows:Christopher Sheats 815 1st Ave # 331 Seattle, WA 98104-1404 Christian Severt 815 1st Ave # 331 Seattle, WA 98104-1404 William Scott 815 1st Ave # 331 Seattle, WA 98104-1404
Article 7: Registered Agent and Office
The street address of the Registered Agent of the corporation is:Registered Agent Solutions Inc 3400 Capitol Blvd SE Ste 101 Tumwater, WA 98501-3351
Registered agent mailing address:Registered Agent Solutions Inc PO Box 1368 Olympia, WA 98507-1368
Article 8: Principal Office
The corporation has a principal office. The street address of the principal office is:815 1st Ave # 331 Seattle, WA 98104-1404
Article 9: Mailing Address815 1st Ave # 331 Seattle, WA 98104-1404
Article 10: Indemnification
The corporation does indemnify any directors, officers, employees, incorporators, and members of the corporation from any liability regarding the corporation and the affairs of the corporation, unless the person fraudulently and intentionally violated the law and/or maliciously conducted acts to damage and/or defraud the corporation, or as otherwise provided under applicable statute.
Article 11: Incorporators
The names and addresses of the Incorporators are:Christopher Sheats 815 1st Ave # 331 Seattle, WA 98104-1404 Christian Severt 815 1st Ave # 331 Seattle, WA 98104-1404 William Scott 815 1st Ave # 331 Seattle, WA 98104-1404 Matthew McCoy, J.D. 815 1st Ave # 331 Seattle, WA 98104-1404