Articles of Incorporation

Big Bend Hot Springs Project is growing and evolving, as we learn how to be better stewards of this sacred land and waters.  One of our longterm goals is to become an official Non-Profit Organization, steered by a diverse community “Stewardship Council,” so the land will be protected and shared forever.  One type of Non-Profit Organization is called a “Charitable Organization,” also known as a 501(c)(3).

A Charitable Organization must be organized for purposes such as, advancement of education or science; erecting or maintaining public buildings, monuments, or works; and/or preserving land for habitat and scenic beauty.  These types of purposes are exactly in-line with the main goals of BBHSP.

Charitable Organizations described in IRS section 501(c)(3), are eligible to receive tax-deductible contributions. The organization must not be organized or operated for the benefit of private interests, and no part of a section 501(c)(3) organization’s net earnings may inure to the benefit of any private shareholder or individual.  The IRS looks carefully at the funding of organizations.  BBHSP plans to seek donations and grants for its not-for-profit programs, rather than relying solely on camping, soaking, and retreat fees, and this blending of funding also fits well with IRS rules for 501(c)(3) organizations.

Ideas for a DRAFT of 501(c)(3) Articles of Incorporation:

ARTICLES OF INCORPORATION

ARTICLE I

Lahlapismah Hot Springs 

1.01 Name

The name of this corporation shall be Lahlapismah Hot Springs.  The business of the corporation may be conducted as Lahlapismah Hot Springs.

ARTICLE II

DURATION

2.01 Duration

The period of duration of the corporation is perpetual.

ARTICLE III

PURPOSE

3.01 Purpose

Lahlapismah Hot Springs is a non-profit corporation and shall operate exclusively for educational and charitable purposes within the meaning of Section 501 (c)(3) of the Internal Revenue Code, or the corresponding section of any future Federal tax code. Lahlapismah Hot Springs’ purpose is to:

1. To provide recreational facilities to the public.

2. To promote health and wellness of the public.

3. To educate the public on permaculture, local biology of natural organisms and ecosystems, and the history and cultural traditions of local indigenous people.

4. To permanently preserve land for public uses, for outdoor recreation, as open space for the scenic enjoyment of the public, and for protection of natural ecosystems.

Educational Purpose Details: We provide education by holding educational workshops and retreats that include lectures, presentations, and hands-on learning on subjects including permaculture, local biology of plants, animals, and fungi, and the history and cultural traditions of local indigenous people.   These educational events are offered to the local community and the general public with a sliding scale admission fee, so that no one will be turned away for lack of funds, and low-income participants are always welcome to pay less than the average fee, or participate for free with a scholarship award.  We also utilize social media channels and the corporation’s website to share research, best practices, and other related information to the public.

Our programs include sending out volunteer ambassadors to raise awareness about the educational purposes on a local and global level, and holding fundraising events in order to provide public educational events, scholarships, research, and further protection of lands under the corporation’s stewardship.

To maximize our impact on current efforts, we may seek to collaborate with other non-profit organizations which fall under the 501(c) (3) section of the internal revenue code and are operated exclusively for educational and charitable purposes.

At times, per the discretion of the Stewardship Council (board of directors), we may provide internships or volunteer opportunities which will provide opportunities for involvement in said activities and programs in order to have a greater impact for our purposes.

3.02 Public Benefit

Lahlapismah Hot Springs is designated as a public benefit corporation.

ARTICLE IV

NON-PROFIT NATURE

4.01 Non-profit Nature

Lahlapismah Hot Springs 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 Lahlapismah Hot Springs 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.

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 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.

Lahlapismah Hot Springs 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 directors, 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.

4.04 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

Lahlapismah Hot Springs shall be governed by its board of directors, also known as the “Stewardship Council”.

ARTICLE VI

MEMBERSHIP

6.01 Membership

Lahlapismah Hot Springs 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.


Draft List of Requirements for BBHSP/Lahlapismah Hot Springs Stewardship Council (Board of Directors) 

Job Experience:

We need people who have proven experience in one or more of the following areas:

  Building and building contracting
  Land management
  Geothermal systems
  Community development
  Non profit organizations
  Business management, including experience writing business plans
  Financial management / accountancy / book keeping /pay roll
  The legal aspects of building and development and/or non-profit organizations.
  Human resource management
  Administration

At least some people on the board needs to have had experience in the following:

•   Taking part in formal meetings.
•   Project development and management
•   Liaising and working with regulatory bodies
•   Following creative ideas through to completion

Personal Qualities:

•   We need at least one person with proven leadership qualities

Everyone on the board of directors needs to have:

➼  Proven team building and team working skills
➼  Good communication and interpersonal skills
➼  Well developed negotiation skills
➼  Confidence in making decisions
➼  Enthusiasm
➼  Good stamina and energy levels
➼  Positive frame of mind with the ability to see a way to resolve challenges
  An open mind,
able to see various perspectives and to “think outside of the box”
➼  Confidence in their own opinions and be able to appropriately speak them

Ethics and Values:

Board members need to:

•   Believe in an ecological and sustainable way of living to the extent that they are at least currently making some change in their life in that direction.
•   Hold a sincere and genuine care for the earth and all its creatures

•   Want to serve, make a contribution in some way.
•   Hold a philosophical view that embraces the concept of stewardship of land rather than ownership.
•   Strive always to treat all people fairly regardless of gender, race, sexuality, age or ability.

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