Date: Wed, 12 Feb 97 20:24:40 est
From: gfuji@hqgate.orbital.com
To: eanderson@xprize.org, jbrice@pop100.gsfc.nasa.gov, bromhal@andrew.cmu.edu, hridings@pop100.gsfc.nasa.gov, broberts@eng.umd.edu, jathorpe@pop100.gsfc.nasa.gov, jyates@geology.sdsu.edu, mbaine@ucsd.edu, MIKE MOREAU
Subject: Non-profit Incorp.

Sorry I've been dragging my feet in providing this information. I was tasked to figure out how to create a new non-profit corp. here in MD. Here is the information that is needed and I've attached some notes at the end. Mike, you can resend this to the list or who ever else in the working group who is missing from the list.

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Three forms:

1. Articles of incorporation (Fee $40)
   
2. State Tax exempt certificate (free)
   
3. Foreign Corp. Qualification ($50)
   

What's Needed:

1. Articles of Incorp.
   • Names and addresses of who's incorporating. Address can be anywhere where mail will be received
   • Corporate name which must contain the word Corporation, Incorporated,Limited,Inc.,Corp, or Ltd.
   • describe purpose of corp.
   • Address of principle place of business in MD (can't be a POBox)
   • Name and Address of Resident Agent. This is a person or another existing MD corp which is designate to accept service of process or other legal notifications. The Resident Agent can just be an adult citizen of MD
   • Include a type of constitution which describes how the corp will be run
2. State Tax Exempt Cert.
   • Need to get a Federal Employer ID number (FEIN). If we don't have one yet we can still turn this form in and submit it later.
   • Soc.Sec number of the person responsible for remitting the taxes
   • Address of business location (can't be a POBox)
   • Include copy of by-laws and other organization documents
   • List of all corp officers address and soc.sec
3. Foreign Corp qualification
   This form is needed so that a corp can conduct interstate business.
   • The form is pretty basic with just name and address info.

NOTES:

• Any change to the charter, by-laws, addresses, etc. need to be filed with the state.
• Every year the corp must file an annual personal property report (an annual report) by April 15th.
• If the corp. is intending to solicit contributions it may be required to register with the state of MD depending on the amount
• This is only for the state non-profit incorporation. The Federal level status is a different story.

Personal Comment:
As you can see, I don't think it's too difficult to do the initial state filing. The cost is not a large factor. My only concern would be the yearly paperwork required to upkeep it and what the legal responsibilities of doing this are for the people who sign their names on it.

Gene