Articles of Incorporation of the International Society for Artificial Life (draft)

I: Name
II: Purpose
III: Duration
IV: Pecuniary gain
V: Distribution on dissolution or liquidation
VI: Members
VII: Board of directors
VIII: Office address
IX: Incorporators

The name of the corporation, hereinafter referred to as "the Corporation", shall be the International Society for Artificial Life.

The purposes of the Corporation are: to provide a stable identity promoting the scientific and professional activities of the international Artificial Life community, to oversee the Artificial Life journal and conference series, to serve as an ombudsman for the interests and activities of members, and to raise awareness and promote debate regarding ethical issues associated with Artificial Life.

[I have included this second paragraph to be cautious but it may or may not be really necessary. --JN]

The Corporation is organized exclusively for the scientific, educational and charitable purposes detailed above, 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, 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.

The period of duration of the Corporation is perpetual.

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.

In the event of any dissolution, reorganization, consolidation, merger, liquidation or termination, all the remaining assets and property of the Corporation, after necessary expenses thereof, shall be distributed to another nonprofit organization or corporation of similar purpose and qualified for the same exemptions under the Internal Revenue Code.

The Corporation shall have members. The qualifications for members and the manner of their admission shall be regulated by the By-Laws. All those persons who registered for and attended the Seventh International Conference on Artificial Life, held at Reed College, Portland, Oregon, from August 1 until August 6, 2000, shall automatically qualify for membership.

The affairs of the Corporation shall be managed by its Board of Directors. The Board of Directors shall consist of at least eleven members, who need not be residents of the state of ???. The Corporation may, in its By-Laws, confer powers and responsibilities upon its Board of Directors in addition to those set forth here.Directors shall normally be elected by the members of the Corporation in a manner regulated by the By-Laws. 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:

[Need to add addresses here. --JN]

Lee Altenberg
Mark Bedau
Dario Floreano
David Green
Inman Harvey
Kunihiko Kaneko
Jean-Arcady Meyer
John McCaskill
Tom Ray
Masanori Sugisaka
Charles Taylor

The initial street address in the state of ??? of the initial registered office of the Corporation is ???, and the name of the initial registered agent at such address is ???.

The names and addresses of the initial incorporators are as follows:

[Need names and addresses here; who wants to volunteer? --JN]

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