Articles of Incorporation
ARTICLES OF INCORPORATION
Universal Life Church Monastery
A NONPROFIT CORPORATION
STATE OF MARYLAND
Pursuant to the Laws of the State of Maryland, the undersigned Incorporator submits these Articles of Incorporation
The name of the organization shall be Charis Ministries [TIN: 81-4859557]
The effective date of this corporation shall be January 06, 2017, the date upon which these articles were received by the Maryland Comptroller’s Office
The term of existence of this corporation shall be perpetual, or until the
corporation's existence is terminated by its members or by a court of law with competent jurisdiction.
This corporation is formed for religious purposes, to advance religious faith and practice as taught by the Universal Life Church, to serve as a school for students in grades 7-12, and further the benefit of all people. Charis Ministries is organized exclusively for charitable, religious and educational purposes as a 301(c)3
organization of the Internal Revenue Code, or the corresponding section of any future federal tax code.
No part of the net earnings of Charis Ministries shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that Charis Ministries 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 this Article. No substantial part of the activities of Charis Ministries shall be carrying on of propaganda, or otherwise attempting to influence legislation, and Charis Ministries 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, Charis Ministries 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 1 70( c )(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
In the event of voluntary dissolution of this corporation, the assets (after all just creditors are paid) shall be distributed in equal shares to the Human
Rights Campaign Foundation.
The registered office for this corporation shall be 9609 Wellington Street, Lanham, MD 20706. The initial registered agent shall the Rev. Dr. Emma D. Hadley. I consent to serve as Registered Agent for the above named corporation in the State of Maryland. I understand it will be my responsibility to accept service of process on behalf of the organization.
The names and addresses of the Initial Board of Directors are:
the Rev. Dr. Emma D. Hadley9609 Wellington Street, Lanham, MD 20706
Eva Leguerre 15420 Straugh Drive,Laurel, Maryland 20707
Kyle M. Bush 12212 Daisy Lane Glenn Dale, Maryland 20769
Charis Ministries shall indemnify a director or officer of Charis Ministries who was wholly successful, on the merits or otherwise, in the defense of any proceeding to which the director or officer was a party because the director or officer was a party because the director or officer is or was a director of officer of Charis Ministries against reasonable attorney fees and expenses incurred by the director or officer in connection with the proceeding. Charis Ministries may indemnify an individual made a party to a proceeding because the individual is or was a director, officer, employee or agent of Charis Ministries against liability if authorized in the specific case after determination, in the manner required by the board of directors, that indemnification of the director, officer, employee or agent, as the case may be, is permissible in the circumstances because the director, officer, employee or agent has met the standard of conduct set forth by the board of directors, officers, employees and agents of Charis Ministries shall apply when such persons are serving at the Corporation's request while a director, officer, employee or agent of Charis Ministries as the case may be, as a director, officer, partner, trustee, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust, employee benefit plan or other enterprise, whether or not for profit, as well as in their official capacity with the Corporation. Charis Ministries also may pay for or reimburse the reasonable attorney fees and expenses incurred by a director, officer, employee or agent of Charis Ministries who is a party to a proceeding in advance of final disposition of the proceeding. Charis Ministries also may purchase and maintain insurance on behalf of an individual arising from the individual's status as a director, officer, employee, or agent of the Corporation, whether or not Charis Ministries would have power to indemnify the individual against the same liability under the law.
Charis Ministries does not and shall not discriminate on the basis of race, color, religion (creed), gender, gender expression, age, national origin (ancestry), disability, marital status, sexual orientation, or military status, in any of its activities or operations. These activities include, but are not limited to, hiring and firing of staff, selection of volunteers and vendors, and provision of services. We are committed to providing an inclusive and welcoming environment for all members of our staff, clients, volunteers, subcontractors, vendors, and clients.
Charis Ministries is an equal opportunity employer. We will not discriminate and will take affirmative action measures to ensure against discrimination in employment, recruitment, advertisements for employment, compensation, termination, upgrading, promotions, and other conditions of employment against any employee or job applicant on the bases of race, color, gender, national origin, age, religion, creed, disability, veteran's status, sexual orientation, gender identity or gender expression.
Charis Ministries is a nonprofit, tax-exempt organization. Maintenance of its tax-exempt status is important both for its continued financial stability and for public support. Therefore, the IRS as well as state regulatory and tax officials view the operations of Charis Ministries as a public trust, which is subject to scrutiny by and accountable to such governmental authorities as well as to members of the public.
Consequently, there exists between Charis Ministries and its board, officers, and
management employees and the public a fiduciary duty, which carries with it a broad and unbending duty of loyalty and fidelity. The board, officers, and management employees have the responsibility of administering the affairs of Charis Ministries honestly and prudently, and of exercising their best care, skill, and judgment for the sole benefit of Charis Ministries . Those persons shall exercise the utmost good faith in all transactions involved in their duties, and they shall not use their positions with Charis Ministries or knowledge gained therefrom for their personal benefit. The interests of the organization must be the first priority in all decisions and actions.