Articles of Incorporation for Bella Vista International Foundation

Please note:  The Cover page with the State of California Seal can be downloaded HERE

 

ARTICLES OF INCORPORATION OF
BELLA VISTA INTERNATIONAL FOUNDATION
A NONPROFIT CORPORATION

ARTICLE I
NAME

 

1.01 Name

The name of this corporation shall be BELLA VISTA INTERNATIONAL FOUNDATION, herein referred to as “CORPORATION”

ARTICLE II
DURATION

2.01 Duration

The period of duration of the corporation is perpetual.

ARTICLE III
PURPOSE

3.01 Purpose

This CORPORATION is a non-profit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for Public and Charitable purposes.

This CORPORATION shall operate exclusively for public and charitable purposes within the field of medicine and education within the meaning of Section 501 (c)(3) of the Internal Revenue Code, or the corresponding section of any future Federal tax code. The CORPORATION’s purpose is to:

  • To make Basic and Advanced Medical Care available to those do not otherwise have access to it, both Internationally, and Domestically, as well as perform and teach Medical Techniques which are not widely available.
  • To Advance Medical Research, including, but not limited to the areas of cellular degeneration, as well as, missing, deformed or malfunctioning organs, limbs, and tissue.
  • To extend medical training and knowledge to those areas that do not otherwise have access to techniques which could save, or improve both lives and quality of life.
  • This corporation is organized exclusively for charitable, medical and educational purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code of 1986.
  • 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 of 1986 (or the corresponding provisions of any future United States internal revenue law), or (b) by a corporation contributions to which are deductible under Section 170 (c) (2) of the Internal Revenue Code of 986 (or the corresponding provisions of any future United States internal revenue law).

 

3.02 Public Benefit

The CORPORATION is designated as a public benefit corporation.

 

ARTICLE IV
NON-PROFIT NATURE

 

4.01 Non-profit Nature

The CORPORATION is organized exclusively for charitable and educational purposes including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c) (3) of the Internal Revenue Code, or 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 set forth in the purpose clause hereof.

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

The CORPORATION is not organized and shall not be operated for the private gain of any person. The property of the corporation is irrevocably dedicated to its educational and charitable purposes. No part of the assets, receipts, or net earnings of the corporation shall inure to the benefit of, or be distributed to any individual. The corporation may, however, pay reasonable compensation for services rendered, and make other payments and distributions consistent with these Articles.

 

4.02 Personal Liability

To the fullest extent permitted under California law, no officer or director of this corporation shall be personally liable for the debts or obligations of the CORPORATION, nor shall any of the property or assets of the officers or directors be subject to the payment of the debts or obligations of this corporation.

 

4.03 Dissolution

Upon the dissolution or winding up of the corporation, its assets remaining after payment or provisions for payment of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable and educational purposes and which has established its tax exempt status under Section 501 (c) (3) of the Internal Revenue Code. If this corporation holds any assets in trust, or the corporation is formed for charitable purposes, such assets shall be disposed of in such manner as any be directed by decree of the Superior Court of the county in which the corporation has its principal office, upon petition therefore by the Attorney General or by any person concerned in the liquidation, in a proceeding to which the Attorney General is a party.

 

4.03 Prohibited Distributions

No part of the net earnings, or properties of this corporation, on dissolution or otherwise, shall inure to the benefit of, or be distributable to, its members, directors, officers or other private person or individual, 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 III, Section 3.01.

 

4.04 Restricted Activities

No substantial part of the corporation’s activities shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene (including the publishing or distribution of statements) in any political campaign on behalf of or in opposition to any candidate for public office.

 

4.05 Prohibited Activities

Notwithstanding any other provision of these Articles, the corporation shall not carry on any activities not permitted to be carried on (I) by a corporation exempt from federal income tax as an organization described by Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (II) 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 V
BOARD OF DIRECTORS

5.01 Governance

The affairs of the corporation shall be administered by a Board of Directors (hereafter referred to as "THE BOARD"), consisting of not less than five (5) and no more than nine (9) members. The exact number of Directors shall be set by THE BOARD and may be changed by THE BOARD from time to time, except that the CHAIRMAN of THE BOARD shall set the number of additional Directors.

 

5.02 Initial Directors

The initial Directors of the CORPORATION shall be appointed upon successful incorporation of the CORPORATION.

 

5.03 Confirmation of Initial Board of Directors

Within two (2) weeks of the appointment, and not more than 30 days after the incorporation, the initial Directors shall vote to:

  1. Appoint and Confirm, not less than, 5 but not more than nine Directors
  2. Appoint and Confirm a Chairman and a Vice Chairman

 

ARTICLE VI
MEMBERSHIP

 

6.01 Membership

The CORPORATION shall have no members. The management of the affairs of the corporation shall be vested in a board of directors, as defined in the corporation’s bylaws.

 

 

ARTICLE VII
AMENDMENTS

 

7.01 Amendments

Any amendment to the Articles of Incorporation may be adopted by approval of two-thirds (2/3) of the board of directors.

 

ARTICLE VIII
ADDRESSES OF THE CORPORATION

 

8.01 Corporate Address

The physical address of the corporation is:

BELLA VISTA INTERNATIONAL FOUNDATION
414 N Camden Dr, 8th Floor
Beverly Hills, CA 90210

The mailing address of the corporation is:

BELLA VISTA INTERNATIONAL FOUNDATION
414 N Camden Dr, 8th Floor
Beverly Hills, CA 90210

 

8.02 Principal Office

The principal office for the transactions of this corporation shall be in the County of Los Angeles, State of California.

 

ARTICLE IX
Appointment of registered agent

 

9.01 Initial Agent for Service of Process is:

The name and address of the initial agent for service of process is:

James Burnap
414 N Camden Dr, 8th Floor
Beverly Hills, CA 90210

 

ARTICLE X
INCORPORATOR

 

10.01 Incorporator

The incorporator and Founder of the corporation is as follow:

James Burnap
414 N Camden Dr, 8th Floor
Beverly Hills, CA 90210