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ARTICLES OF INCORPORATION OF A TAX EXEMPT
Approaches To Education
(Arizona Non-Profit Corporation)
1. The name of the Corporation is Approaches To Education (ATE), a non-profit organization
2. The purpose for which the corporation is organized is public awareness of destructive groups, unethical types of persuasion, propaganda, proselytizing, compliance oriented approaches to education, hate groups and aiding former members in recovering from their experience in a destructive group.
3. The character of affairs of the corporation will be education, research into claims made about an alleged destructive group so other potential converts or new members can make an informed decision about the group, and recovery for former members of destructive groups. Approaches To Education is neutral in areas of religion, politics or any other philosophy. Approaches To Education addresses only abuses or potentially dangerous beliefs and practices.
4. No part of the net earning of the corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or to other private persons, except that the corporation shall be authorized and endowed to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in article 2. No substantial part of the activities of the corporation shall carry on of propaganda, or otherwise attempt to influence legislation, and the corporation shall not participate in or intervene in (including the publishing or distribution statements,) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not permitted to be carried on by a nonprofit corporation.
5. Upon the dissolution of the corporation, the Board of Directors, after paying or making provision for the payment of all the liabilities of the corporation, dispose of all its assets exclusively for the purposes of the corporation in such a manner, or to such organizations organized and operated exclusively for charitable, educational, religious or scientific purpose as shall at the time as the Board of Directors shall determine. Any such assets not disposed of shall be disposed of by the Superior Court of the county in which the principle office of the corporation is then located, exclusively for such purpose or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purpose.
6. The power of the indemnification under the Arizona Revised Statues shall not be denied or limited by the bylaws.
7. The initial board of directors shall consist of 1 director. The name and address of the persons who are to serve as directors until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until their successors are elected qualifies are:
John B. Brown
6901 E Broadway Blvd. # 138
Tucson, Arizona 85710
The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
8. The street address of the known place of business of the corporation is:
6901 E. Broadway BLVD #138
Tucson, AZ 85710
9. The name and address of the statutory agent is
John B. Brown, II
6901 E. Broadway Blvd. # 138
Tucson, AZ 85710
10. The name and address of the incorporators is:
John B. Brown, II
6901 E Broadway Blvd. # 138
Tucson, Arizona 85710
All powers, duties, and responsibilities of the incorporator shall cease at the time of
delivery of these Articles of Incorporation to the Arizona Corporation Commission.
11. DISCRIMINATION: The corporation will not practice or permit discrimination on
basis of sex, age, race, national origin, physical handicap, disability, or religion.
12. Membership is confined to the Board of Directors, executive officers, others in leadership and any paid staff and unpaid volunteers.
EXECUTED this __________ day of ___________________, 2001 by the incorporators.
Signed :____________________________________
_____________________________________
[Print name here]
Signed: ____________________________________
_____________________________________
[Print name here]
PHONE: 520-661-8417
Acceptance of Appointment by Statutory Agent
The Undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this _________ day of __________________,
2001
Signed: _________________________________________
__________________________________________________________
[Print name here]
Bylaws of Approaches To Education, Inc (A.T.E.)
Article 1: The organization that the incorporators have incorporated is Approaches To Education (Thereafter called A.T.E.). A.T.E. is a nonprofit corporation organized under Arizona statute and the U.S. Internal Revenue Code.
Article 2: The Mission, Vision, and Values Statement of A.T.E.
1. The purpose for which the corporation is organized is public awareness of destructive groups, unethical types of persuasion, propaganda, proselytizing, compliance oriented approaches to education, hate groups and aiding former members in recovering from their experience in a destructive group.
2. Vision: Look forward to the time when intolerance, discrimination, bigotry, belief coercion, and groups that practice these things while hiding behind religious or nonprofit or any other status will be at least controlled, or hopefully eliminated.
3. Value statement: The value statement of Approaches To Education is found in the United Nations’ Universal Declaration of Human Rights.
Article 3: ATE will consist of one director whose primary duty is to see that the mission, vision and values statements are adhered to. The director has no other administrative authority, and will have no governance over any individual or group in ATE. The operations of ATE will be governed by Self Governing Work Teams.
Article 4: Article 11 of the Articles of Incorporation
DISCRIMINATION. Approaches To Education will not practice or permit discrimination on basis of sex, age, race, national origin, physical handicap or disability, or religion.
Article 5: Affiliates
1. Affiliates are those who join Approaches To Education. Affiliate are subscribers, clients, associates, and members
2. Subscribers are affiliates that subscribe to the A.T.E. newsletters, and other literature and mailings. Subscribers have no voting power. Subscribers may become clients, associates, or volunteer
3. Clients are affiliates that are in a counseling, consulting or support relationship with A.T.E. Clients have no voting power. Clients may become subscribers or associates, but may not become team members unless approved by the clients counselor or consultant
4. Associates are affiliates that join in the cause of A.T.E. These individuals or organizations join, and agree with the ethics and guidelines. Associates have voting power. Associates may be may be relinquish an associateship to be a subscriber or a member. An Associate must relinquish the associateship in order to become a client
5. Members, or Team Members are any volunteers and employees of A.T.E. Team Members may relinquish a membership in order to become a subscriber or an associate. A Team Member may be put on a sabbatical or have the membership terminated when becoming a client, if the counselor or consultant deems it necessary .
Article 6: General and Special Guidelines
1. Approaches To Education General Guidelines include the Articles Of Incorporation, These Bylaws, the General Ethical Rules and code of Conduct, and, the General Rules and Procedures.
2. Special Guidelines will be instituted alongside the Bylaws to provide appropriate courses of action and ethics for the Teams of ATE. These special guidelines will be determined by each respective Team
Article 7: Self Governing Work Teams
1. A Self Governing Work Team is a group of individuasl that work together for a common goal, and each member carries out what might be considered a managerial function. Each person does his or her part. No one is in unilateral authority over another individual or group.
2. Quorum. A quorum must be attended by at least 60 percent of the Self Governing Work Team members before administrative business can be transacted or motions made or passed in a work team.
3. Notice. An official meeting requires that each member have written notice two weeks in advance.
4. Self Governing Work Team member duties. Each Team needs to have at least the following:
The Chair
a) Is a member of the of the Self Governing Work Team.
b) Chairs meetings of his work team after developing the agenda
c) Encourages other member’s roles in strategic planning.
d) Helps with the Initiation and organization of other Self Governing Work Teams and assists in appointing the chairpersons of in consultation with other members.
e) Serves ex officio as a member of other Self Governing Work Teams and attends their meetings when invited.
f) Helps guide and mediate actions with respect to organizational priorities and administrative concerns.
g) Reviews with other members any issues of concern to the his or her respective Self Governing Work Team.
h) Assists in financial planning and financial reports.
i) Plays a leading role in fundraising activities.
j) Evaluates annually the performance of his or her respective work group in achieving its mission.
Vice Chair position
a) This position is typically the successor to the Chair position. In addition to the responsibilities outlined in the Committee Member job description, this position:
1. Is a member of the of the Self Governing Work Team.
2. Performs Chair responsibilities when the Chair cannot be available (see Chair Job Description).
3. Partners with the Chair.
4. Works closely with the Chair and other members.
5. Participates closely with the Chair to develop and implement officer transition plans.
6. Performs other responsibilities in cooperation with His or her Self Governing Work Team.
The Committee Group Member. A group is a partition of the Self Governing Work Team
1. Is a member of the Self Governing Work Team.
2. Sets tone for the committee group work.
3. Ensures that members have the information needed to do their jobs.
4. Assist with the logistics of a committee groups operations.
5. Partners with the Chair.
6. Reports to all members on committee group’s decisions/recommendations.
7. Works closely with the other members and staff.
8. Assign work to the committee members, sets the agenda,
runs the meetings, and ensures distribution of meeting
minutes.
9. Initiates and leads the committee's annual evaluation.
The Secretary .
1. Is a member of the Self Governing Work Team
2. Maintains records of his or her team and ensures effective management of organization's records.
3. Manages minutes of meetings.
4. Ensures minutes are distributed to members shortly after each meeting.
5. Is sufficiently familiar with legal documents (articles, by-laws, IRS letters, etc.) to note applicability during meetings.
The Treasurer
1. Is a member of the Self Governing Work Team.
2. Manages finances of the organization.
3. Administrates fiscal matters of the organization.
4. Provides annual budget for his or her Team’s consensus approval.
5. Ensures development and board review of financial policies
and procedures.
Self Governing Work Team Members
1. Regularly attends meetings and important related things.
2. Makes serious commitment to participate actively in
committee work.
3. Volunteers for and willingly accepts assignments and completes them thoroughly and on time.
4. Stays informed about committee matters, prepares themselves well for meetings, and reviews and comments on minutes and reports.
5. Gets to know other committee members and builds a collegial working relationship that contributes to consensus.
6. Is an active participant in the committee's annual evaluation and planning efforts.
7. Participates in fund raising for the organization.
Section 8. Vacancies. When a vacancy on the team exists, recruiting for new members may be received from present members by the Secretary two weeks in advance of a meeting, if the vacancy needs to be filled. Selections shall be sent out to Members with the regular meeting announcement, to be discussed at the next meeting.
Article 8: Other Principal Organs of A.T.E.
1. The other principal organs of A.T.E. are the General Assembly, The Officers of the Organization called the ”Headquarters Team,” the Fellowships, the Ethics Council, Arbitration Council, and the Audit Team
2. The General Assembly comprises any associates or team members of A.T.E. This includes the Officers of the Organization, representatives of the Committees, the Ethics Council, Arbitration Council, and the Audit Team
3. Headquarters Team are the guardians of the Mission, Vision, and Values Statement (Officers of the corporation). The Headquarters team will consist of the director, the secretary, and the treasurer
4. Committees
A. Committees may be organized to represent major scientific and professional interests that lie within A.T.E.
Any Affiliate of the A.T.E may apply to be an affiliate in one or more Fellowships under the rules of eligibility and election established by the Fellowship. Members may remain Members without the fellowship Affiliation. A Fellowship may include in its membership those who do not qualify for or do not desire to be an Affiliate in A.T.E. It may determine its own qualifications for its membership classes, provided that the designation Affiliate shall be reserved for those of the Fellowship who are Affiliates of A.T.E. A Fellowship shall be established whenever one percent or more of the Affiliates of A.T.E. petition for it and General Assembly approves. A two-thirds vote of those present at the mid-winter meeting of Council is required for the establishment of a new Fellowship.
B The General Assembly may create such Fellowships provided that (a) they represent an active and functionally unitary interest of a group of Affiliates, (b) their proposed objectives fall within the scope of those specified by the Mission, Vision, and Values Statements of A.T.E, (c) their Affiliateship is not restricted on any basis other than specific interest and qualifications and (d) the establishment of any new Fellowship is not inimical to the welfare of any other Fellowship already established. Fellowships, when formed from existing societies or organized as new societies, may use a society name
C. A Fellowship remains autonomous in all matters within its field that are not reserved to A.T.E and General Council by these Bylaws and any rules or policies. Fellowships may not establish or enforce standards for ethics, accreditation, certification, or credentialling of specialty recognition. Fellowships must comply with all A.T.E Bylaws, rules and current policies.
D. A fellowship has complete autonomy in the electing of this own leader, except that the structure must be Self Governing Work Teams
E. Fellowships shall keep their own Bylaws, rules and policies. These things must not violate the Mission, Vision, and Values of A.T.E.
F. A Fellowship may publish a journal. The Fellowship must notify the A.T.E Headquarters before doing so
5 Ethics Council. The Ethics Council is a Self Governing Work Team that insures that team members are ethical and professional in their work. The American Psychological Association’s Ethical Principles and Code of Conduct are the guide for Ethics in A.T.E
6 Arbitration Council. The Arbitration Council is a Self Governing Work Team that attempts to resolve conflict between Associates, Team members, or between an affiliate and a non affiliate that has filed a complaint against an organization or person that is an affiliate. This does not apply to Subscribers
7 The Audit Team. The Audit team is a Self Governing Work Team that handles complaint against an non affiliate person or organization by a non affiliate person or organization
Article 9: All team members’ positions are compartmental. This applies even to the Director. A member’s administrative responsibility is confined to his or her Self Governing Work Team only.
Article 10: ANNUAL MEETING
1: Annual Meeting. Each Self Governing Work Team who shall also set the time and place shall set the date of the regular annual meeting.
2: Special Meetings. A member of a Self Governing Work Team may request a special meeting.
3: Notice. Notice of each meeting shall be given to each member of his or her respective Self Governing Work Team, by mail, not less than ten days before the meeting.
Article 10: COMMITTEE GROUPS.
1: A Self Governing Work Team may create committee groups as needed, such as fundraising, housing, etc. The Chair and the Committee Group member appoints all committee group chairs. Thereafter that particular committee will have complete autonomy and will partner with the rest of the team
2: Finance Committee. The Treasurer is chair of the Finance Committee, which includes three other Self Governing Work Team Members. The Finance Committee is responsible for developing and reviewing fiscal procedures, a fundraising plan, and annual budget with staff and other Board members. The Team must approve the budget, and all expenditures must be within the budget. The Team must approve any major change in the budget. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the Team showing income, expenditures and pending income. The financial records of the organization are public information and shall be made available to the membership, Board members and the public.
These Bylaws were approved by the Director of ______________________________
on _______________________, 2001
If you would like to view the original signed copy call 520-661-8417. We would be glad to assist you
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