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Current as of January 01, 2025 | Updated by Findlaw Staff
(1) The articles of incorporation shall set forth:
(a) A name for the nonprofit corporation that satisfies the requirements of RCW 24.03A.095;
(b) The name and address of the corporation's initial registered agent;
(c) That the corporation is incorporated under this chapter;
(d) The purpose or purposes for which the corporation is organized;
(e) The number of directors constituting the initial board of directors, and the names and mailing addresses of the persons who are to serve as the initial directors;
(f) If the corporation will have members as defined in RCW 24.03A.010, a statement that the corporation will have members;
(g) The distribution of assets upon dissolution;
(h) The name and mailing address of each incorporator; and
(i) The signature of each incorporator.
(2) The articles of incorporation may set forth:
(a) A statement that the corporation has no members as defined in this chapter (whether or not the corporation uses the term “member” to define one or more classes of persons who are not members as defined in this chapter);
(b) The names of the initial members, if any;
(c) Provisions not inconsistent with law regarding:
(i) Managing the business and regulating the affairs of the corporation;
(ii) Defining, limiting, and regulating the powers of the corporation, its board of directors, and the members, if any;
(iii) The characteristics, qualifications, rights, limitations, and obligations attaching to each or any class of members;
(d) A provision permitting or making obligatory indemnification of any individual made a party to a proceeding because the individual is or was a director against liability incurred in the proceeding, subject to the limitations set forth in RCW 24.03A.630;
(e) Provisions required if the corporation is to be exempt from taxation under federal, state, or local law; or
(f) Any other provision that this chapter specifically permits to be set forth in the articles or bylaws.
(3) The articles of incorporation need not set forth any of the corporate powers enumerated in this chapter.
(4) Provisions of the articles may be made dependent upon facts objectively ascertainable outside the articles in accordance with RCW 24.03A.060(3).
Cite this article: FindLaw.com - Washington Revised Code Title 24. Corporations and Associations (Nonprofit) § 24.03A.100. Articles of incorporation - last updated January 01, 2025 | https://codes.findlaw.com/wa/title-24-corporations-and-associations-nonprofit/wa-rev-code-24-03a-100/
FindLaw Codes may not reflect the most recent version of the law in your jurisdiction. Please verify the status of the code you are researching with the state legislature before relying on it for your legal needs.
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