Foundation:Articles of Incorporation

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This document sets of the Articles of Incorporation for the Gentoo Foundation, as originally filed May 28, 2004. They can be confirmed from the Internet Archive: http://web.archive.org/web/*/http://www.gentoo.org/foundation/en/articles.xml

Articles of Incorporation
of
Gentoo Foundation Inc.

[preamble]

The undersigned, for the purposes of forming a nonprofit corporation under the provisions of the New Mexico Nonprofit Corporation Act, Section 53-8-1, et seq., N.M.S.A. 1978, hereby adopts the following Articles of Incorporation for such corporation.

Article I - Name

The name of the corporation (hereinafter referred to as the Corporation) is: GENTOO FOUNDATION, Inc.

Article II - Duration

The Corporation shall have perpetual existence.

Article III - Purpose

The Corporation is organized and at all times shall be operated, on a non-profit basis exclusive far the advancement and education and promotion of software development in an open environment.

Article IV - Members

There shall be one class of members as fixed by the bylaws of this corporation Only those persons who meet the criteria established by the board of trustees may be a member of the organiaation. Each member shall be entitled to one vote

Article V - Restrictions

(a) No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, its directors, trustees, officers, or other private persons, except that the Corporatian shall be authorired and empowered to pay reasonable Compensation for services rendered and property. Notwithstanding any other provision of these articles, the Corporation shall not carry on any activities not permitted to be carried on by a Corporation exempt from Federal income tax under section 501(c)(1) of the internal Revenue Code of 1986 or the corresponding provision of any future United States Internal Revenue Law (hereinafter, the "Code").

(b) This Paragraph (b) shall apply only if the Corporation is or becomes a private foundation as that term is defined by Section 509 of the Code. The Corporation shall expend or distribute its income for each year at such time and in such amount and manner as not to subject it to tax under Section 4942 of the Code; and shall refrain from any act of self dealing, any retention of excess business holdings, any investment and any taxable expenditure which would subject it to tax under sections 4941, 4943, 4944 or 4945 of the Code.

Article VI - Dissolution

Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provision for the payment of all of The liabilities of the Corporation, dispose of all the assets of the Corporation for the purposes of the Corporation, or to one or more organizations which are exempt under section 501(c) of the Code, as the Board of Trustees shall determine.

Article VII - Initial Registered office and Initial Registered Agent

The street address of the initial registered office of the Corporation is 205 Tulane Drive. SE, Albuquerque, NM 87106.

The name of the initial registered agent of the Corporation, Daniel Robbins, an individual resident in New Mexico whose business office is at the above address, is 205 Tulane Drive, SE, Albuquerque, NM 87106.

Article VIII - Board of Trustees

The number of trustees of the Corporation shall be not less than three or more than twenty-one. The initial Board of Trustees shall consist of thirteen persons. Thereafter, the Board of Trustees shall consist of such number of persons, not Less than three, as shall be fixed by the Bylaws. The initial Trustees who shall hold office until their successors shall take office, are as follows:

Name Address
Corey Shields 410 Hickory Dr.
Ellettsville, IN 47429
Kurt Lieber 329 Washington Street 81
Ellettsville, IN 47429
Nicholas Jones 3341 S. Wasbash Ave.
Chicago, IL 60616
Jay Pfeifer 3534 Elf Cliff Pass Drive
San Antonio, TX 78247
Grant Goodyear 23103 Burcan Ct
Spring, TX 77373
Seemant Kulleen 2230-B Delaware Ave
Santa Monica, CA 90404
Deedra Waters 7160 Stark Ave.
Pensacola, FL 32514
John P. Davis 12250 Nantucket Drive
Chardon, OH 44024
Aron Griffis 3 Winding Valley Road
Hollis, NH 03049
Sven Vermeulen Leopold 2 lann 49
Burges, 8000
Belgium
Paul de Vrieze Reitse Hoevenstraat 7b
Tilburg, 5042 EA,
The Netherlands
Joshua Brindle 6489 NW 63rd #351
Oklahoma City, OK 73132
Martin Schlemmer 17 Saxonburg Cresant
Oakglean, Bellville 7350
South Africa

Article IX - Incorporator

The name and address of each Incorporator of the Corporation is as follows:

Name Address
Daniel Robbins 205 Tulane Drive
Albuquerque, NM 87106

(signature of DANIEL ROBBINS)
DANIEL ROBBINS, Incorporator

STATE OF NEW MEXICO
COUNTY OF BERNALILLO

The foregoing instrument was acknowledged before me this 14th day of May. 2004. by Daniel Robbins as the Incorporator of said Corporation.

(signature of notary public, WAYNE G CHEW, PC)
Notary Public

My Commision Expires:
10.10.07