ARTICLE 1. NAME
The name of the corporation is BeachLabs.org, Inc. (the or this “Corporation”).
ARTICLE 2. DATE OF ESTABLISHMENT
The Corporation was established on June 29, 2018.
ARTICLE 3. DURATION
The period of duration for this Corporation shall be perpetual or until such time as the Board of Directors shall adopt a resolution recommending that the corporation be dissolved pursuant to the Florida Not For Profit Corporation Act.
ARTICLE 4. PURPOSE
The Corporation is a public benefit corporation. The Corporation shall never be operated for the primary purpose of carrying on a trade or business for profit.
ARTICLE 5. REGISTERED AGENT
The name and physical address of the Corporation’s registered agent is:
Ronald P. Russo, Jr.
3450 S Ocean Blvd, Ste 122
Palm Beach, FL 33480
ARTICLE 6. MAILING ADDRESS
The mailing address of the Corporation is:
3450 S Ocean Blvd, Ste 122
Palm Beach, FL 33480
ARTICLE 7. PRINCIPAL OFFICE ADDRESS
The principal office address of the Corporation is:
3450 S Ocean Blvd, Ste 122
Palm Beach, FL 33480
ARTICLE 8. SOLE INCORPORATOR
The name and address of the sole incorporator is:
Ronald P. Russo, Jr.
3450 S Ocean Blvd, Ste 122
Palm Beach, FL 33480
ARTICLE 9. MEMBERS
The Corporation will not have members.
ARTICLE 10. DISSOLUTION.
Provisions regarding the distribution of assets upon dissolution are:
Upon the dissolution of the Corporation, assets remaining after payment, or provision for payment, of all debts and liabilities of this Corporation, shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to a nonprofit fund, foundation or Corporation which is organized and operated for educational purposes and which has established its tax-exempt status under Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the Corporation is then located, exclusively for such purposes or to such Corporation or Corporations, as said court shall determine, which are organized and operated exclusively for such purposes.
ARTICLE 11 through ARTICLE 14 are IRS provisions:
ARTICLE 11. This Corporation is a nonprofit educational Corporation and is not organized for the private gain of any person. It is organized exclusively for educational purposes, including for such purposes, the making of distributions to Corporations that qualify as exempt Corporations under Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
ARTICLE 12. The property of this Corporation is irrevocably dedicated to educational purposes. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to, its directors, officers, members, 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.
ARTICLE 13. No substantial part of the activities of this Corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, except as otherwise provided by Section 501(h) of the Internal Revenue Code, 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.
ARTICLE 14.
A. The Corporation is organized exclusively for charitable, religious, educational, and scientific purposes under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code.
B. 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).
C. Notwithstanding any other provision of these articles of incorporation, this Corporation shall not engage in any activities or exercise any powers that are not in furtherance of the purposes of this Corporation, and the Corporation shall not carry on any other activities not permitted to be carried on by:
(1) an 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
(2) by an 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.