ARTICLES OF INCORPORATION

ARTICLE I

I. NAME

The Shepherd Corps Order, Inc. title has been amended to, Shepherd Corps, A W. B. Warren Sanctuary—DBA, Shepherd Corps. This change was necessary because the assigned Church clergy was very misleading and non-supportive of us becoming an academy and an order.

ARTICLE II

I. DURATION

The period of duration for this corporation is PERPETUAL.

ARTICLE III

I. GENERAL PURPOSE

Shepherd Corps is a non-profit corporation that operates for charitable, religious, educational, and scientific purposes, including, for such causes, the making of distributions to organizations that qualify as exempt organizations under §501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

II. SPECIFIC PURPOSE

Shepherd Corps is a Judeo-Christian healing and penitent sanctum. It still remains the headquarters of a spiritual academy with studies specified on the Word of He Which Is and Science. Our six-digit NAICS categorical code is 813110 with cross-references in Sector 61 and Sub-sectors 511, 515 and 519.

A. This professional, incorporated, religious sanctuary and all its possessions are wholly the property of Holy Spirit. Shepherd Corps has been created to establish and provide:

a pure and religious atmosphere for repentance, fasting, prayer, mercy, and service to and for the Chair of St Peter: the Church
room and board for visiting, traveling, abused, and/or retired Roman Catholic clergy
a broadcast and publishing station for teaching and healing of troubled and misguided souls
obedience and servitude to CHRIST’s Church
a professional contact for the citizens of Utah to report substantiated clergy abuse
Evangelizing and singing to QUI EST’s land, creatures, and to citizens of assisted living and veteran’s centers
tranquil, safe and holistic grounds for religious studies or retreats
the production and/or distribution of spiritually provocative entertainment and other limited endeavors in the Fine Arts
B. Shepherd Corps is available to aid and assist the clergy of our heavenly Father’s Church in Utah.

C. To maximize efforts for the aforementioned, Shepherd Corps may seek collaboration with professional volunteers and/or other non-profit organizations which fall under the 501(c)(3) section of the Internal Revenue code and are operated for charitable intents.

D. Shepherd Corps is designated as a Roman Catholic public benefit corporation whose shepherds devote their lives to prayer, servitude and evangelization as outlined and instructed by the Holy Bible and its penned scholars. Servos servorum Dei. Et verbum caro factumest.

ARTICLE IV

I. GENERAL PURPOSE

No part of the corporation’s net earnings shall inure to the benefit of, or be distributable to, its members, trustees, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article III.

A. Notwithstanding any other provision(s) of this document, Shepherd Corps shall not execute any other activities unpermitted to be carried on by any organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, corresponding section of any future federal tax code, or, by an entity, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code.

B. Shepherd Corps is not organized and shall not be operated for the private gain of any person, persons or enterprises. The property of the corporation is irrevocably dedicated to its charitable, religious, educational, altruistic and scientific purposes. No part of its assets, receipts, or net earnings shall inure to the benefit of, or be distributed to, any individual. Shepherd Corps and its possessions are that of only the HOLY SPIRIT’s.

II. PERSONAL LIABILITY

No director or officer of Shepherd Corps, if operating under its specific rules, regulations, Articles and Bylaws, shall be personally liable for its debts, profits, contributions or obligations, nor shall any of the property or assets of the officers or directors be subject to the payment of the debts or obligations of this corporation.

III. DISSOLUTION

Upon dissolution or termination of Shepherd Corps, A W. B. Warren Sanctuary, assets lawfully available for distribution shall be apportioned as described below, unless otherwise specified in a future amendment, one (1) or more qualifying organizations described in Section 501(c)(3) of the Internal Revenue Code of 1986—or described in any corresponding provision of any successor statute—which organizations have a charitable and identical spiritual purpose similar to the principles of this Catholic religious asylum.

A. The organization to receive the assets of Shepherd Corps hereunder shall be selected by the discretion of a majority of the managing body of this sanctuary; and if its directors and officers cannot so concur, then the recipient organization shall be selected pursuant to a verified petition in equity filed in a court of appropriate jurisdiction against this corporation by one (1) or more of its managing body which verified petition, in writing, shall contain such statements as reasonably indicate the applicability of herein. The court upon finding this section is applicable shall select the qualifying organization(s) to receive the asset(s) to be distributed, giving preference to another Roman Catholic sanctuary, retreat or Order located within central or southern Utah.

B. In the event the courts shall discover this section to be applicable but there is no qualifying organization known to it which has a function similar to Shepherd Corps, the court shall then direct the apportioning of its assets lawfully available for distribution and giving priority to the rank of the following institutions and governments: 1) Roman Catholic Church, 2) anywhere in the mountains of Utah, 3) Alaska wilderness, 4) mountainous regions within any of the mountain states, 5) Florida wilderness, 6) U.S. Federal wilderness.

IV. PROHIBITED DISTRIBUTIONS

No part of the net earnings, or properties of this incorporated retreat, on dissolution or otherwise, shall inure to the benefit of, or be distributable to, its members, directors, officers or other private person(s) or individual(s), except the corporation shall be authorized and empowered to pay compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article III.

V. RESTRICTED ACTIVITIES

No substantial part of the sanctuary’s activities shall involve propaganda, or otherwise attempt to influence legislation, and the company shall not participate in, or intervene (including publishing or distribution of statements as well as broadcasting) in any political campaign on behalf of or in opposition to any candidate for public office.

A. Any Sanctuary purchases over $200 utilizing Shepherd Corps funds requires an authorization release with the signatures of at least two (2) corporation Directors or one (1) Director and one (1) Officer.

VI. PROHIBITED ACTIVITIES

Notwithstanding any other provision of these Articles, Shepherd Corps shall not allow, authorize or execute any activities not permitted to be instigated by:

A. a corporation exempt from federal income tax as an organization described by §501(c)(3) of the Internal Revenue Code, or the corresponding section of any future applicable-appropriate federal tax code, or,

B. a corporation, contributions to which are deductible under §170(c)(2) of the Internal Revenue Code,

C. any person or entity whose teachings or beliefs are contrary to or against our Savior’s Holy Catholic Church.

ARTICLE V

I. REGISTERED AGENT

The Registered Agent for Shepherd Corps, A W. B. Warren Sanctuary, Inc. is Brother Sebastian of: 161 South Wells Fargo Road, Brookside, UT 84782, P: (435) 236-4364.

II. BOARD OF DIRECTORS

Overall direction and control of the sanctuary are executed by an elected shepherd either from Shepherd Corps or from clergy appointed by the Church.

A. The elected Board of Directors governs daily operations and is responsible for the goals set forth by the Chair. The Board is currently comprised of:

1. Brother Sebastian—161 South Wells Fargo Road, Brookside, UT 84782

2. Mr. Daniel Shackle—185 South Wells Fargo Road, Brookside, UT 84782

3. HOLY GHOST—Omnipresent

ARTICLE VI

I. MEMBERSHIP

Shepherd Corps, A W. B. Warren Sanctuary, will have voting and non-voting members structured along four (4) distinct tiers. Sanctuary state-of-affairs and qualifications for membership are recorded in the Articles and Bylaws.

ARTICLE VII

I. STOCKS/SHARES

The corporation at this time shall not issue any number of stocks or shares evidencing membership, interests in water, or any other property rights.

ARTICLE VIII

I. AMENDMENTS

Addendums and amendments to these Articles shall be approved by the incorporator or by two-thirds (2/3s) of the Board of Directors.

ARTICLE IX

I. CORPORATION ADDRESSES

A. Principal physical address is: 161 South Wells Fargo Road, Brookside, UT 84782

B. Mailing address is: 185 South Wells Fargo Road, Brookside, UT 84782

ARTICLE X

I. INCORPORATOR

Brother Sebastian of 161 S Wells Fargo Rd; Brookside, UT 84782 is the incorporator of Shepherd Corps, A W. B. Warren Sanctuary, Inc.

CERTIFICATE OF ADOPTION OF ARTICLES OF INCORPORATION
We, the undersigned, do hereby certify the above stated Articles of Incorporation for Shepherd Corps, A W. B. Warren Sanctuary (DBA Shepherd Corps) were originally approved by the Board of Directors on 8 March 2020 then amended by the incorporator and its officers on 12 Nov 2025 and constitute a complete copy of the revised Articles of Incorporation.

___________________________________________________

Brother Sebastian, 161 S Wells Fargo Rd; Brookside, UT 84782

ACKNOWLEDGEMENT OF CONSENT TO APPOINTMENT AS REGISTERED AGENT

I, BROTHER SEBASTIAN, do hereby consent to be the registered agent for Shepherd Corps, A W. B. Warren Sanctuary—DBA Shepherd Corps—as appointed herein.

Registered Agent: ____________________________________

Date: 8Mar20, rev. 12Nov25