Incorporation
The Saint André International Center for Ethics and Integrity was established on May 6, 2019 as a charitable non-for-profit corporation in the State of Nebraska, USA (SOS # 1905151963).
Tax exempt status
The Center was recognized by the Federal Internal Revenue Service (IRS) as a not-for-profit public charity 501(c)3 corporation on January 22, 2020 (#84-3841755). Thus, donors subject to American taxation can deduct contributions they make from their taxes.
Articles of Incorporation
Articles of Incorporation
of the
St. André International Center
for Ethics and Integrity
(A Nebraska Nonprofit Corporation)
The undersigned persons, for the purpose of forming a corporation under the Nebraska Nonprofit Corporation Act, as amended (the “Act”), adopt these Articles of Incorporation:
FIRST:
The name of the Corporation is St. André International Center for Ethics and Integrity
SECOND:
The Corporation is a public benefit corporation within the meaning of Section 21-19,177 of the Act.
THIRD:
The duration of the Corporation is perpetual.
FOURTH:
The address of the initial Registered Office of the Corporation in the State of Nebraska is: 7606 County Road 39, Fort Calhoun, Nebraska, 68023; and the name of its initial Registered Agent at said address is Jozef V.M. Welie.
FIFTH:
The names of the incorporators are:
Jozef V.M. Welie 7606 County Road 39
Fort Calhoun, Nebraska, 68023
United States of America
Linda S. Scheirton 7606 County Road 39
Fort Calhoun, Nebraska, 68023
United States of America
SIXTH:
The Corporation shall not have members as defined in Section 21-1914(19) of the Act. The Corporation may grant fellowship or a similar affiliation status to natural or legal persons who shall be able to participate in the activities of the Corporation and enjoy certain benefits provided by the Corporation in accordance with its purposes. Such persons shall not, however, have any rights and obligations with respect to voting, dissolution, redemption, and transfer within the meaning of Section 21-1941 of the Act, unless the articles or bylaws explicitly grant such rights or obligations.
SEVENTH:
The Corporation is organized exclusively and is to be operated exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (or the corresponding provision of any future United States Internal Revenue Law (the “Code”)), including, but not limited to, the following:
(a) To organize international educational and scholarly activities in the area of ethics and thereby advance individual and institutional integrity;
(b)To undertake, when relevant, the aforementioned activities from the perspective of Christian faith and the Catholic intellectual tradition, contribute to those perspectives, and promote interreligious dialogue;
(c) To provide resources conducive to the aforementioned activities, both virtually via the internet, and physically at the historic chateau in Saint André d’Olérargues, 30330 France, as well as at other suitable locations in Nebraska and elsewhere in the world;
(d) To receive dues, gifts and grants, and to use such dues, gifts and grants, proceeds of such gifts and grants, and income from the investment of such dues, gifts and grants, or to make distributions thereof, for the aforementioned and related charitable and educational purposes within the meaning of Section 501(c)(3) of the Code;
(e) To purchase, receive, lease, or otherwise acquire, and own, hold, improve, use, and otherwise deal with, real or personal property, or any legal or equitable interest in property, wherever located, to advance the aforementioned and related charitable and educational purposes within the meaning of Section 501(c)(3) of the Code.
Nothing herein shall be construed to give the Corporation any purpose that is not permitted under Section 501(c)(3) of the Code. In furtherance of, and not in limitation of, the purposes set forth herein, the Corporation may exercise any, all, and every lawful power of a corporation organized under the Act.
EIGHTH:
No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, any of the Corporation’s directors or officers, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered, to pay fair market value for property purchased by the Corporation, and to pay fair rental value for the use of property.
NINTH:
Any decision to compensate a Corporation’s director or officer for services rendered, to pay fair market value to a Corporation director or officer for property purchased by the Corporation, or to pay fair rental value to a Corporation director or officer for the use of property owned by a Corporation director or officer, as well as any decision about the specific amount to be paid, shall be made by a two-thirds majority of the board of the Corporation, without the director or officer involved taking part in the deliberations and decision.
TENTH:
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 any candidate for public office. Notwithstanding any other provision of these Articles of Incorporation, 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 Code, or (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Code.
ELEVENTH:
Upon dissolution of the Corporation, the Board of Directors shall, after paying or making provisions for the payment of all the liabilities of the Corporation, distribute all the assets of the Corporation exclusively for the purposes of the Corporation in such manner, or to such organization or organizations organized and operated exclusively for one or more exempt purposes within the meaning of Section 501(c)(3) of the Code, as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the district court 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 such court shall determine that are organized and operated exclusively for such purposes.
TWELFTH:
The Corporation shall and does hereby indemnify all persons or classes of persons who it may indemnify as directors, officers, employees, and agents to the fullest extent permitted by a corporation organized under the Act.
THIRTEENTH:
These Articles of Incorporation shall be effective as of the date of their filing with the Secretary of State of the State of Nebraska.
In affirmation of the facts stated above, we have hereunto subscribed our names this
8th day of April 2019.
Jozef V.M. Welie
Linda S. Scheirton
