ARTICLES OF INCORPORATION FOR A NOT FOR PROFIT ORGANIZATION WHICH IS NOT A PRIVATE FOUNDATION
ARTICLES OF INCORPORATION OF EDUCATE ATLANTA
The undersigned, acting as incorporators of a corporation under the Not
for Profit Corporation Act of the State of Georgia, adopt the following articles of incorporation for such corporation:
The name of the corporation, hereinafter referred to as the
"Corporation" is EDUCATE ATLANTA.
The period of duration of the Corporation is perpetual.
The Corporation is organized exclusively for charitable, religious,
educational, and scientific 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. The Corporation
may receive and administer funds for scientific, religious, educational, and charitable purposes, within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986 and to that end, the Corporation is empowered to hold any property, or any undivided interest therein, without limitation as to amount or value; to dispose of any such property and to invest, reinvest, or deal with the principal or the income in such manner as, in the judgment of the directors, will best promote the purposes of the Corporation, without limitation, except such limitations, if any, as may be contained in the instrument under which such property is received, these Articles of Incorporation, the By-Laws of the Corporation, or any applicable laws, to do any other act or thing incidental to or connected with the foregoing purposes or in advancement thereof, but not for the pecuniary profit or financial gain of its directors or officers except as permitted under the Not-for-Profit Corporation Law.
No part of the net earnings of the Corporation shall inure to the
benefit of any member, trustee, officer of the Corporation, or any
private individual, except that reasonable compensation may be paid for
services rendered to or for the Corporation affecting one or more of its purposes, and no member, trustee, officer of the Corporation, or any private individual shall be entitled to share in the distribution of any of the corporate assets on dissolution of the Corporation. 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 publication or distribution of statements, any
political campaign on behalf of any candidate for public office.
Upon the dissolution of the Corporation or the winding up of its
affairs, the assets of the Corporation shall be distributed exclusively
to one or more charitable, religious, scientific, testing for public
safety, literary, or educational organizations which would then qualify
under the provisions of Section 501(c)(3) of the Internal Revenue Code
and its Regulations as they now exist or as they may be hereafter
amended, or to the federal government, or to a state or local
government, for a public purpose. Any such assets not so disposed of
shall be disposed of by the Court of Common Pleas of the county in which the principal office of the Corporation is then located, exclusively for such purposes or to such organization or organizations as said Court shall determine, which are organized and operated exclusively for such purposes.
The qualifications for members and the manner of their admissions shall
be regulated by the by-laws.
The initial street address in the state of Georgia of the initial
registered office of the Corporation is [3895 Zoar Church Rd Snellville, GA 30039] and the name of the initial registered agent at such address is Christopher J Effort.
The territory in which the operations of the Corporation are principally to be conducted is the United States of America and its territories and possessions, but the operations of the Corporation shall not be limited to such territory.
The initial board of directors shall consist of at least three (3)
members, who need not be residents of the state of Georgia.
The names and addresses of the persons who shall serve as directors
until the first annual meeting of members, or until their successors
shall have been elected and qualified, are as follows:
2747 Lakewater Way
Snellville, GA 30039
3895 Zoar Church Rd
Snellville, GA 30039
3895 Zoar Church Rd
Snellville, GA 55432
The names and addresses of the initial incorporators are as follows:
Christopher J. Effort
2747 Lakewater Way
Snellville, GA 30039
The mission of Educate Atlanta is simple yet complex. We strive to build up the total man and woman through spiritual, emotional and mental development utilizing the fine arts. We hope to continually create opportunities for self-sufficiency that will leave a legacy for our future generations. We are changing the way the world sees God and making a lasting impressing through the power of faith and obedience.
BY-LAWS OF EDUCATE ATLANTA, A NOT-FOR-PROFIT CORPORATION
ARTICLE I ORGANIZATION
1. The name of the organization shall be EDUCATE ATLANTA.
2. The organization shall have a seal which shall be in the following
form: A peach with a black graduation hat on top of it. The top left corner of the hat will have a capital “E” and to the right of the peach will be a capital “A”.
3. The organization may at its pleasure by a vote of the membership body change its name.
ARTICLE II PURPOSES
The following are the purposes for which this organization has been
organized: The mission of EDUCATE ATLANTA is to strengthen, buildup and mobilize the total man (individuals), families, neighborhoods, and communities that find themselves in low and moderate situations. To provide scholarships and educational opportunities to youth and adults through performing arts, sports, technical programs. Also to provide employment opportunities.
ARTICLE III MEMBERSHIP
Membership in this organization shall be open to all who have a need.
ARTICLE IV MEETINGS
The annual membership meeting of this organization shall be held on the
15 day of September each and every year except if such day be a
legal holiday, then and in that event, the Board of Directors shall fix
the day but it shall not be more than two weeks from the date fixed by
The Secretary shall cause to be mailed or emailed to every member in good standing at his address as it appears in the membership roll book in this organization a notice telling the time and place of such annual meeting.
Regular meetings of this organization shall be held at Zoar United Methodist Church, located in Snellville, GA.
The presence of not less than _3_ (_2_%) percent of the members
shall constitute a quorum and shall be necessary to conduct the business of this organization; but a lesser percentage may adjourn the meeting for a period of not more than _4_ weeks from the date scheduled by these By-Laws and the secretary shall cause a notice of this scheduled meeting to be sent to all those members who were not present at the meeting originally called. A quorum as herein before set forth shall be required at any adjourned meeting.
Special meetings of this organization may be called by the president
when he deems it for the best interest of the organization. Notices of
such meeting shall be mailed or emailed to all members at their addresses as they appear in the membership roll book at least ten (10) days before the scheduled date set for such special meeting. Such notice shall state the reasons that such meeting has been called, the business to be transacted at such meeting and by whom it was called. At the request of _2_ (_50_%) percent of the members of the Board of Directors or _30_ (_50_%) percent of the members of the organization, the president shall cause a special meeting to be called but such request must be made verbally or in writing at least ten (10) days before the requested scheduled date.
No other business but that specified in the notice may be transacted at
such special meeting without the unanimous consent of all present at
ARTICLE V VOTING
At all meetings, except for the election of officers and directors, all
votes shall be by voice. For election of officers, ballots shall be
provided and there shall not appear any place on such ballot that might
tend to indicate the person who cast such ballot.
At any regular or special meeting, if a majority so requires, any
question may be voted upon in the manner and style provided for election of officers and directors.
At all votes by ballot the chairman of such meeting shall,
prior to the commencement of balloting, appoint a committee of three who shall act as "Inspectors of Election" and who shall, at the conclusion of such balloting, certify in writing to the Chairman the results and the certified copy shall be physically affixed in the minute book to the minutes of that meeting.
No inspector of election shall be a candidate for office or shall be
personally interested in the question voted upon.
ARTICLE VI ORDER OF BUSINESS
1. Roll Call.
2. Reading of the Minutes of the preceding meeting.
3. Reports of Committees.
4. Reports of Officers.
5. Old and Unfinished Business.
6. New Business.
ARTICLE VII BOARD OF DIRECTORS
The business of this organization shall be managed by a Board of
Directors consisting of 3 members, together with the officers of this
organization. At least one of the directors elected shall be a resident
of the State of Georgia and a citizen of the United States.
The directors to be chosen for the ensuing year shall be chosen at the
annual meeting of this organization in the same manner and style as the
officers of this organization and they shall serve for a term of 2
The Board of Directors shall have the control and management of the
affairs and business of this organization. Such Board of Directors shall only act in the name of the organization when it shall be regularly convened by its chairman after due notice to all the directors of such meeting.
2 ( 50%) percent of the members of the Board of Directors
shall constitute a quorum and the meetings of the Board of Directors
shall be held regularly on the 1st of October.
Each director shall have one vote and such voting may not be done by
The Board of Directors may make such rules and regulations covering its
meetings as it may in its discretion determine necessary.
Vacancies in the Board of Directors shall be filled by a vote of the
majority of the remaining members of the Board of Directors for the
balance of the year.
The President of the organization by virtue of his office shall be
Chairman of the Board of Directors.
The Board of Directors shall select from one of their members a
A director may be removed when sufficient cause exists for such removal. The Board of Directors may entertain charges against any director. A director may be represented by counsel upon any removal hearing. The Board of Directors shall adopt such rules for this hearing as it may in its discretion consider necessary for the best interests of the organization.
ARTICLE VIII OFFICERS
The initial officers of the organization shall be as follows:
President: Christopher Effort
Vice President: Peter Kange
Secretary: Irene Fowlkes
The President shall preside at all membership meetings.
He shall by virtue of his office be Chairman of the Board of
He shall present at each annual meeting of the organization an annual
report of the work of the organization.
He shall appoint all committees, temporary or permanent.
He shall see all books, reports and certificates required by law are
properly kept or filed.
He shall be one of the officers who may sign the checks or drafts of
He shall have such powers as may be reasonably construed as belonging
to the chief executive of any organization.
The Vice President shall in the event of the absence or inability of the President to exercise his office become acting president of the
organization with all the rights, privileges and powers as if he had
been the duly elected president.
The Secretary shall keep the minutes and records of the organization in
It shall be his duty to file any certificate required by any statute,
federal or state.
He shall give and serve all notices to members of this organization.
He shall be the official custodian of the records and seal of this
He may be one of the officers required to sign the checks and drafts
of the organization.
He shall present to the membership at any meetings any communication
addressed to him as Secretary of the organization.
He shall submit to the Board of Directors any communications which
shall be addressed to him as Secretary of the organization.
He shall attend to all correspondence of the organization and shall
exercise all duties incident to the office of Secretary.
The Treasurer shall have the care and custody of all monies belonging to the organization and shall be solely responsible for such monies or
securities of the organization. He shall cause to be deposited in a
regular business bank or trust company a sum not exceeding $ 2,000
and the balance of the funds of the organization shall be deposited in a savings bank except that the Board of Directors may cause such funds to be invested in such investments as shall be legal for a non-profit
corporation in the State of Georgia.
He must be one of the officers who shall sign checks or drafts of the
organization. No special fund may be set aside that shall make it
unnecessary for the Treasurer to sign the checks issued upon it.
He shall render at stated periods as the Board of Directors shall
determine a written account of the finances of the organization and such report shall be physically affixed to the minutes of the Board of
Directors of such meeting.
He shall exercise all duties incident to the office of Treasurer.
Officers shall by virtue of their office be members of the Board of
No officer shall for reason of his office be entitled to receive any
salary or compensation, but nothing herein shall be construed to prevent an officer or director for receiving any compensation from the
organization for duties other than as a director or officer.
ARTICLE IX SALARIES
The Board of Directors shall hire and fix the compensation of any and
all employees which they in their discretion may determine to be
necessary for the conduct of the business of the organization.
ARTICLE X COMMITTEES
All committees of this organization shall be appointed by the Board of
Directors and their term of office shall be for a period of one year or
less if sooner terminated by the action of the Board of Directors.
The permanent committees shall be: Christopher Effort, President
ARTICLE XI DUES
The dues of this organization shall be $1 per annum and shall be
payable on the 1st of January.
ARTICLE XII AMENDMENTS
These By-Laws may be altered, amended, repealed or added to by an
affirmative vote of not less than 2(2%) percent of the members.