Here is a proposed Articles of Incorporation and By-Laws for FreeDevelopers, assuming it will be incorporated in the USA. I have inserted a couple comments that explain how these articles may potentially conflict with a future IPO, in case an IPO is desired in the future.
What follows below is a rough draft. Feel free to hack it up, but please be aware that there are laws in every state that
1) make the Articles of Incorporation an absolute requirement, and
2) govern how it should be structured and what it must cover.

By-Laws of FreeDevelopers Incorporated

Tom Phillips

29 December, 2000



Article I: Purpose
The purposes for which the corporation is organized are:

To promote the creation and use of free software, free software being computer software that grants people:

Subject to the restrictions set forth in these Articles of Incorporation, to transact any and all lawful business for which corporations may be organized under the laws of the State of [state] , and to have all powers which are afforded to corporations under the laws of the state of [state] .

Article II: Meeting of Shareholders
 
[Describe when and where the shareholders will meet. The board of directors is elected at this time, and the board usually meets at least once a year immediately following the shareholders meeting.]

Article III: Board of Directors / Election
 
[Describe how the directors are elected and how vacancies (after removal, quitting, or death) are filled.]

Article IV: Board of Directors / General Powers
Section 1. General Powers.
The Board of Directors shall define the policies of the corporation and shall have administrative directions and management of the corporation.

Section 2. Number and Tenure.
 
[How many directors and for how long do they sit? Odd number of directors is better to break ties.]

Section 3. Officers.
The President, Vice-President, Secretary and Treasurer shall be chosen from members of the Board. Any officer may be removed at any time and without cause if the members of the Board unanimously vote to do so.

Article V: Officers
 
[I believe a president, vice-president, secretary, and treasurer are the minumum officers required.]
Section 1. President.
 
[Describe powers and responsibilities of the President.]

Section 2. Vice-President.
 
[Describe powers and responsibilities of the Vice-President.]

Section 3. Secretary.
The Secretary shall keep the minutes of all meetings of the Board of Directors and of the shareholders in records solely for that purpose, see that all notices are duly given in accordance with the provisions of these By-Laws, and be custodian of the corporate records. The Secretary shall also keep the shareholder roll containing the mailing addresses of all shareholders. It is the responsibility of each shareholder to keep the Secretary informed of any address change. The Secretary may be assigned other duties and functions as designated by the President or Board of Directors. 
[This is pretty standard for the Secretary.]

Section 4. Treasurer.
The Treasurer shall keep an accurate record of the books and accounts, and shall deposit all corporate funds in such banks or banks as may be approved by the Board of Directors. Such money shall only be withdrawn by check and co-signed by the Treasurer and the President. All disbursements must be approved by the Board of Directors prior to payment. 
[This officer is responsible for all the accounting, taxes, 10-Q, etc.]

 
[Add any additional articles that may be used to keep the corporation on track with free software ideals.]



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by Ross Moore, 2022-01-28 for FD-IT