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[SECRETARY OF STATE'S FILE STAMP]
ARTICLES OF INCORPORATION
OF
WORLD ASSOCIATION FOR ONLINE
EDUCATION
A CALIFORNIA PUBLIC BENEFIT CORPORATION
ONE: The name of this corporation is World
Association for Online Education, hereinafter referred to as
WAOE.
TWO: This corporation is a nonprofit 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 charitable purposes. The specific
purposes for which this corporation is organized are to
develop, support, and evaluate computer-assisted online
education as a professional discipline, based upon sound
pedagogical principles and humanistic ethics, and the
voluntary efforts of educators so involved throughout the
world.
THREE: The name and address in the State of
California of this corporation's initial agent for service
of process is Jenna L. Seehafer, 432 K Street, Rio Linda, CA
95673.
FOUR: (a) This corporation is organized and operated
exclusively for charitable and educational purposes within
the meaning of Section 501(c)(3) of the Internal Revenue
Code.
(b) Notwithstanding any other provision of these Articles,
the corporation shall not carry on any other activities not
permitted to be carried on (1) by a corporation exempt from
federal income tax under Section 501(c)(3) of the Internal
Revenue Code or (2) by a corporation contributions to which
are deductible under Section 170(c)(2) of the Internal
Revenue Code.
(c) No substantial part of the activities of this
corporation shall consist of carrying on propaganda, or
otherwise attempting to influence legislation, and the
corporation shall not participate or intervene in any
political campaign (including the publishing or distribution
of statements) on behalf of, or in opposition to, any
candidate for public office.
FIVE: The names and addresses of the persons
appointed to act as the initial Directors of this
corporation are:
Name Address
____________________ ____________________
____________________ ____________________
____________________ ____________________
____________________ ____________________
____________________ ____________________
SIX: The property of this corporation is irrevocably
dedicated to charitable purposes, and no part of the net
income or assets of the organization shall ever inure to the
benefit of any director, officer or member thereof or to the
benefit of any private person.
On the dissolution or winding up of the corporation, its
assets remaining after payment of, or provision 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
purposes and which has established its tax-exempt status
under Section 501(c)(3) of the Internal Revenue Code.
SEVEN: The name of the existing unincorporated association,
now being incorporated by the filing of these Articles of
Incorporation is World Association for Online Education,
also known as WAOE.
Date: September 1, 1998
_______________________________________
Steve McCarty, Director
_______________________________________
Mihkel Pilv, Director
_______________________________________
Brian Donohue-Lynch, Director
_______________________________________
Jenna Seehafer, Director
_______________________________________
David Wyatt, Director
We, the above-mentioned initial directors of this
corporation, hereby declare that we are the persons who
executed the foregoing Articles of Incorporation, which
execution is our act and deed.
_______________________________________
Steve McCarty, Director
_______________________________________
Mihkel Pilv, Director
_______________________________________
Brian Donohue-Lynch, Director
_______________________________________
Jenna Seehafer, Director
_______________________________________
David Wyatt, Director
DECLARATION
Steve McCarty and Brian Donohue-Lynch declare
under penalty of perjury that they are the President and
Executive Secretary of World Association for Online
Education, the unincorporated association referred to in the
Articles of Incorporation to which this declaration is
attached, and that said association has duly authorized its
incorporation by means of said Articles of
Incorporation.
Date: September 1, 1998
_______________________________________
Steve McCarty, President
_______________________________________
Brian Donohue-Lynch, Executive Secretary
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