Articles of Incorporation Template

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Articles of Incorporation Template

infosec.pub

Juniperus@infosec.pubM to

Strategic Unions@infosec.pub · 6 days ago

[COMPANY NAME]
ARTICLES OF INCORPORATION

1. Corporate Identity
1.1 Name
The corporation is a strategic union cooperative known as [COMPANY NAME] which will henceforth be referred to as “the company” and will incorporate in the state of [STATE] subject to all federal, state, and local laws and regulations.
1.2 Registered Agent
The registered agent for the company is [OFFICER OR SERVICE] with an address for service of [ADDRESS].
1.3 Principle Office
The primary physical address of the company is [ADDRESS].
1.4 Mission Statement
The mission of the company is the well-being of all people. To accomplish this goal we will operate business ventures designed to generate income through which we can secure our own well-being and consequently become empowered to help others.
1.5 Duration
The duration of the company is perpetual, without a set end date.

2. Capitalization
2.1 Stock Classes
The company has a single class of stock referred to as common stock and tracked as shares.
2.2 Authorized Shares
The company is authorized to issue up to 1,000,000 shares.
2.3 Additional Shares
The company may increase the authorization limit for the number of shares to be issued subject to filing of an amendment to these Articles of Incorporation.
2.4 Par Value
The par value of the common stock is $0.00001 per share.
2.5 Buy-in Value
The buy-in value of the common stock shares shall be equal to the book value, defined as the net assets of the company divided by the number of shares outstanding. Intangible valuations, speculations, and forecasts shall not be considered.
2.6 Shareholder Restrictions
The following restrictions are in place to ensure the financial well-being of the company and have been agreed to by the shareholders and their heirs.
2.6.1 Ownership of Common Stock
The company shall not issue shares to other legal entities or corporations; ownership is reserved only for individual contributors who are natural persons.
2.6.2 Maximum Shares Permitted
No entity is permitted to own more than 1,000 shares of the common stock.
2.6.3 Transferability
The company reserves the right of first refusal on all transfers of ownership of the common stock. Transfers to outside entities are not permitted; shareholders are only permitted to transfer their shares back to the company.

3. Governance
3.1 General Conferences
The supreme governing body of the company shall be the General Conference, which is a meeting of all shareholders to be held __ times per year. The General Conference is the mechanism the company uses to facilitate shareholder votes. Votes shall be held on a one share per vote basis.
3.2 Board of Directors
The company is managed by a Board of Directors who shall be elected by the shareholders during the General Conference and according to procedures outlined in the company Bylaws. Members of the board shall serve for terms of __ years. No member shall serve more than __ terms in a single role.
3.2.1 President
The President of the company is the labor leader and represents the company in dealings with other businesses and government entities. The President presides over the General Conference and the Board of Directors. The President has the power to organize votes and other powers as assigned by the General Conference and the Board of Directors from time to time. The President shall receive an incentive bonus defined as a fixed percentage of the total company payroll with the percentage to be determined by vote.
3.2.2 Chief Executive Officer
The Chief Executive Officer is the operational leader of the company and occupies the role at the top of the operational management hierarchy. The Chief Executive Officer is elected based on a business plan they develop. The CEO shall receive an incentive bonus defined as a fixed percentage of the business income their project generates with the percentage to be determined by vote.
3.2.3 Chief Legal Officer
The Chief Legal Officer is responsible for legal review of all the company’s business dealings and associated documentation.
3.2.4 Chief Financial Officer
The Chief Financial Officer is responsible for keeping the company’s books and financial records in good order and preparing the company’s tax returns for reporting.
3.2.5 Chief Technical Officer
The Chief Technical Officer maintains the company’s secure communication and record-keeping infrastructure, including complex server software.
3.2.6. Additional Board Members
Additional board members may be elected from time to time to assist with the management of the company as it grows.

4. Ownership Termination and Share Buyback
4.1 Buyback Triggers
Any time a shareholder resigns, is terminated from their role in accordance with the company Bylaws, becomes deceased, or fails to report to work without cause for at least __ [weeks/months], they shall be considered separated from the company and a buyback of their shares shall be initiated at the next close of business.
In the event a shareholder’s shares become inadvertently transferred to an outside entity, those shares shall remain under the restrictions of Article 2.6 regardless of the identity of the current owner and a buyback of those shares shall be initiated at the next close of business.
4.2 Buyback Value
The buyback value of the shares shall be equal to the buy-in value as defined in Article 2.5.
4.3 Payment Terms
The value of the shares shall be paid out in __ installment[s] over __ months.

https://codeberg.org/Brachylophus/Apoidea/src/branch/main/INCORPORATION.md

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1.4 Mission Statement The mission of the company is the well-being of all people. To accomplish this goal we will operate business ventures designed to generate income through which we can secure our own well-being and consequently become empowered to help others.

Today we are witnessing the spectacular failure of Capitalism to provide for the needs of this planet and the people on it. In previous eras of class instability, the focus was often on the bifurcation between those who wish to dominate, and those who wish for a world without domination. While the ideals of a world free of domination are admirable, its proponents face the cold reality that those who specialize in domination are able to accumulate more power than those who do not seek it.

This need to dominate is typically associated with hierarchical organizations, and for good reason as they are the mechanism that allows individuals to accumulate unconstrained executive power. However, rather than trying to dismantle hierarchical systems, our collective recognizes them as an essential tool for problem-solving and productivity. We intend to capture and incorporate hierarchical management into large, democratically owned and managed cooperatives called “Strategic Unions”. This will enable organizations with similar power compared to today’s capitalist corporations, but with social equity and Article 1.4 as their most fundamental goals.

The plan is to deploy open-source Enterprise Resource Planning software to coordinate the efforts and voting that will take place in the co-op. You then recruit like-minded workers from your area to join your server and begin organizing and holding elections. At this point, workers in your cooperative will put forward business plans and become candidates for CEO. The members vote based on the candidate and the business plan, and the person who wins is not a dictator. They are a mandated agent of the co-op, and they are removable by vote. Their job is to coordinate the business project according to their plan in order to generate revenue.

After elections, you incorporate as a Strategic Union, which means filing Articles of Incorporation as a C-corporation in your state. You will then have bargaining power in your area based on the size and specialization of your workforce. You can use the Master Staffing Agreement template to negotiate labor contracts with local businesses. Your co-op members are hired out full time, so the member-worker gets a paycheck in a similar arrangement to a staffing or temp agency. The co-op gets paid by the hour and the amount left over after paying the worker (the margin) funds the CEO’s business plan. This allows for funding without capitalist investors. It’s a “bootstrapping” process, meaning the first business plan is self-starting. Once the staffing contracts are no longer needed, they are dropped.

Following this plan, you don’t have to work at the same business to organize a union. You set up your server and organize with whomever you like.

We are asking you to take on Article 1.4 as your personal mission and join our efforts. Or, we could ride the crapitalism train to wherever it may be headed. Your choice my friends.

Apoidea Group

https://codeberg.org/Brachylophus/Apoidea (ERP Software, help wanted)

https://codeberg.org/Brachylophus/Apoidea/src/branch/main/PHILOSOPHY.md (manifesto)

https://codeberg.org/Brachylophus/Apoidea/src/branch/main/INCORPORATION.md (Articles of Incorporation template)

https://codeberg.org/Brachylophus/Apoidea/src/branch/main/STAFFING.md (Master Staffing Agreement template)

https://matrix.to/#%2F!dVwyUzAwiuIflwnpEF%3Amatrix.org%3Fvia=matrix.org (Chat rooms)

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