The Boothbay Regional Development Corporation is T13 B Corporation. Here is What That Means.
Tricks and tips for establishing a public-private state when your Constitution says you can't!
The Boothbay Town selectmen have announced that they are giving fifty thousand dollars of American Resue Plan funds to the Boothbay Region Development Corporation for a 136-acre housing development planned at 3.5 density in the surrounding area. One of the issues with this award is that there is no public information available about the Boothbay Region Development Corporation except what the public is told in Boothbay Register articles.
So I contacted the Maine Secretary of State’s Office and asked if it could provide information about the unlisted corporation, The Boothbay Region Development Corporation.
This is the answer I received:
The closest entity I found on our records is Boothbay Regional Development Corporation. They filed articles of incorporation with the Maine Secretary of State as a nonprofit corporation June 3, 2022. The incorporator and the registered agent listed is Drew Anderson of 75 Pearl Street, Portland, ME, 04101. When the articles of incorporation were filed, they did attach information indicating that they were being formed for 501-c-3 purposes and following that criteria. The charter number for this entity is 20220522ND.
I found the Boothbay Regional Development Corporation in the Corporate name search where it is identified as a T13 B corporation - which stands for Tile 13 B - the Maine Non-profit Corporation Act enacted in 1977, the year after the Legislature created the public-private State of Maine by declaring that “Centrally managing the economy is an essential government function which must be done by public-private relationships”.
I ordered the Articles of Incorporation but the file stopped downloading at 90% and the screen flipped to the blank corporate name search. This had never happened before in the many times that I have used the service so I contacted the State again and received the Articles by email.
The first version I saw of Governor Longley’s Report of 1976, the study for what I sometimes call the public-private state, identified only two goals, and both of them violate the Maine Constitution. One goal was to eliminate the municipal referendum on bonds (Home Rule Section 2), and the other was to establish the Maine Capital Corporation, violating Article IV Part Third Section 14 of the Maine Constitution which prohibits the Legislature from chartering corporations by special acts of legislation.
In my interpretation, the intent of Article IV Part Third Section 14 of the Maine State Constitution is to prevent capitalism from controlling government, as it does today. The Maine State Constitution has been superseded by statutory law for decades. Title 13 B. The Maine Non-profit Corporation Act was created as a runaround the Maine Constitution, If the Constitution prohibits the Legislature from chartering corporations by special acts of legislation, then the Legislature can get around the Constitution by defining many categories of corporations as “not corporations”. This is what Title 13, the corporate identifier of The Boothbay Regional Development Corporation does. There is no other reasonable purpose in writing such an act. The message is that what is, is not what is.
Title 13 B THE RULES FOR NONPROFIT CORPORATIONS list of what is to be excluded from the definition of a corporation for the purposes of the Maine Nonprofit Corporation Act:
1 Definitions
A Corporation. Title 13-B Section 102(4) defines the term "Corporation" as used in the Maine Nonprofit Corporation Act.
Certain entities are excluded from the definition. Among the exclusions are "an instrumentality, agency, political subdivision or body politic and corporate of the State." The Secretary of State interprets that phrase to mean an administrative unit or corporate outgrowth of State, county or local government created by statute, order, resolution, ordinance, or articles of incorporation to perform functions traditionally associated with government activities. By way of example, entities, which will be considered excluded from the definition of corporation, include, but are not limited to:….
Maine Constitution Article IV Part Third Section 14. Corporations, formed under general laws. Corporations shall be formed under general laws, and shall not be created by special Acts of the Legislature, except for municipal purposes, and in cases where the objects of the corporation cannot otherwise be attained; and, however formed, they shall forever be subject to the general laws of the State.
The only reason to declare that the categories on the list are not corporations is that they are corporations- unless they are created in some other form in which case there is no need to disclaim that they are corporations. In example, The Finance Authority of Maine is chartered by a special act of legislation as a corporation - but pursuant to Title13 B it is not a corporation and therefore the Legislature did not violate the Maine Constitution by chartering FAME as a corporation by special act of legislation.
§964. Organization and responsibility
Finance Authority of Maine. The Finance Authority of Maine is established as a body corporate and politic and a public instrumentality of the State, and the exercise by the authority of the powers conferred by this chapter shall be deemed and held to be the performance of essential governmental functions.
You see- The Finance Authority of Maine is not a corporation- it is a body corporate!
The Department of Economic and Community Development is not a corporation. it is a department of the government and since it is not chartered as a corporation there is no more reason to declare it is not a corporation than to declare your shoes are not a horse!
The Maine Legislature, by special acts of legislation, has chartered a network of corporations, to serve as "instrumentalities of the state". The statutes state these "organizations" to be corporations in no uncertain terms. The reason for this seems quite logical to be that the corporations have to be chartered as corporations in order to be consistent with national and international law- But those same corporations have to be "not corporations" in order to allow the Maine Legislature to bypass Article IV part Third Section 14 of the Maine State Constitution.
When Article IV Part Third Section 14 of the Maine Constitution makes an exception for municipal purposes It is reasonably clear that the intention is to prohibit the legislature from chartering corporations for state purposes (as instrumentalities of the state). If that were not the case, there would be no need to make an exception for municipal purposes, in fact, no need for section 14 at all. Private corporations are incorporated under general law. Municipal corporations are chartered by the legislature and state corporations are forbidden unless the object of the corporation cannot be achieved another way, as in the private sector.
Article IV Part Third Section 14 is about the separation of the private and public sectors with each having clearly defined roles but the public-private state was established through a series of special acts of legislation intended to get around the Maine Constitution.
Title 13-B THE RULES FOR NONPROFIT CORPORATIONS begins with a list of what is to be excluded from the definition of a corporation for the purposes of the Maine Nonprofit Corporation Act: This in itself is the very definition of a special act of legislation as it categorically separates corporations apart from the general rule of what constitutes a corporation.
Here is the List:
(1) State departments, bureaus, divisions, commissions, boards and offices; (true these are not corporations unless the Legislature charters them as corporations by special act of legislation)
(2) The University of Maine; (The University of Maine was established before Article IV Part Third Section 14 was added to the Maine Constitution and so it does not apply)
(3) The Maine Maritime Academy;
(4) Cities, towns, plantations, counties and their political subdivisions; (these are the exceptions for municipal purposes)
(5) Municipal and county agencies;
(6) Quasi-governmental bodies of State government;
(7) State and local housing authorities;
(8) Quasi-municipal bodies including districts such as school administrative, hospital, water and sewer;
(9) Voting districts; (Why is this even on the list? Would a voting district ever be incorporated? Why not add ponds lakes and the ocean or your toaster?)
(10) County extension associations;
(11) Regional planning commissions;
(12) Councils of government;
(13) Development districts;
(14) Urban renewal authorities; and
(15) The instrumentalists and corporate or political subdivisions of any of the above. (corporate is not a corporation? You see how it works! Anything goes- whatever you want it to be whenever you want it to be it!)
B Church
(1) Churches may organize as corporations under either Title 13 or Title 13-B.
(2) Nonprofit religious corporations that are not churches must be governed by Title 13-B.
(3) For the purposes of distinguishing these two types of corporations, "churches" means organizations whose primary purposes are (1) religious worship or (2) the management of buildings whose primary function is housing religious worship.
(4) The term "churches" does not include religious schools, associations of religious organizations or clergy, church camps, or support groups to repair or maintain church buildings.
On October 14, 2013, the Rules for Non-Profit Corporations were posted online. Those rules are now available only by downloading the document-
You can Download the Rules at the Maine Secretary of State's website http://www.maine.gov/sos/cec/rules/29/chaps29.htm with this warning:
WARNING: While we have taken care with the accuracy of the files accessible here, they are not "official" state rules in the sense that they can be used before a court. Anyone who needs a certified copy of a rule chapter should contact the APA Office.
Good thinking to tell the public not to use these rules in court!
Since the only robust way to challenge the constitutionality of statutory law is through the courts, anyone attempting to use the rules of this chapter before a court of law could present problems for Maine's corporate state which has entrenched an ever-expanding network of corporations chartered by special acts of legislation.
Clearly, the intent of an 1876 constitutional Amendment cannot be defined by re-definitions of a key concept created by the Maine Legislature in 1977. The progressives who are implementing their new system of government do not have the consent of the governed. The consent of the governed is codified in one place only, the Maine Constitution.
Very interesting Mackenzie.
I am working toward legal action against the University of Maine System, which employs Outside Council (and which I have determined to be not under responsibility of AG, Aaron Frey, nor Sec. of State, Shenna Bellows) relative to my being illegally removed and charged with Criminal Trespass from USM on Mardi Gras Day 2022 while Petitioning for the Green Party Primary (from which I am now an inactive member).
However, my greater concerns are with continuing to demonstrate against "The Quiet America" Empire --- after I was very unsuccessful in my General Election run against Chellie Pingree, as an unenrolled sign-in candidate under the three letter identification allowance of LOV.
The only two up-side and interesting actions that I am focusing on are to connect with the DSA (of which I am a dues paying member in addition to being a dues paying Green) and to further evolve development of "Strategic Advantage" through ad-hoc focus-group testing and improving my double-sided demonstration signs -- for LOVE and against EMPIRE.
LOVE
OVER
VIOLENT
EMPIRE
and on the other side;
LOVE
Democratic
Socialist
America
Sincerely and with LOVE,
Alan