How To Write The Articles Of Incorporation For A Nonprofit

You can learn more about NAICS codes and find what NAICS code best describes your organization at The undersigned incorporators, who are individuals 18 years of age or older, a majority of whom are citizens of the United States and pursuant to the nonprofit corporation laws of this state, hereby adopt the following Articles of Incorporation. Most nonprofits elect to have one of their local board members or the incorporator as their registered agent.

Due to Internal Revenue Service restrictions of tax-exempt organizations, it is necessary for a tax-exempt organization to include some language provided in IRS in Publication 557. The sample Nonprofit Articles of Incorporation template is at the bottom of this page but first let’s take a look at some of its required legal parts and dos and don’ts. Your nonprofit Articles of Incorporation ideally should have 10 articles to cover a broad range of legal topics, some mandatory by the IRS. Information about Form 990-N reporting requirements for small tax-exempt organizations whose gross receipts are normally $50,000 or less. As we have mentioned, the Incorporation process happens initially on the state level. It is important that you define what state you will be filing in before drafting your articles, because each state may have different requirements and language that must be added.

Neither a nonprofit corporation nor an unincorporated nonprofit association is automatically exempt from federal or state taxes. This is your acting board of directors until your hold your first meeting. At which point you will select your board of directors as well as your officers .

The duration of your corporation should be perpetual as the IRS won’t be granting tax exemption for temporary organizations, meaning you can’t just start an organization to perform a service or an act for a predetermined period and shutting it down. This section includes exemption requirements, a dissolution cause, and a personal liability statement. Please note that others separate out the different elements of this section into their own articles, but for our example, we have included them all here under Nonprofit Nature.

Federal Tax Exempt Status

Consult your state and lawyer to decide on the best way to organize these clauses. The registered agent is your organizations representative . They are responsible for receiving legal and corporate documents on behalf of your organization. Many organizations appoint a board member or their Executive Director to this position.

Please support his ongoing work to help more people navigate the bureaucracy of establishing a nonprofit. I am so glad we contributed to his efforts by making a donation to his organization. However some nonprofits elect to have voting members for reasons unknown to me.

Knowing that, let’s get started with the incorporation using the sample below. It limits the personal liability of the directors and members. We can’t give legal advice in the comments, so if you have a question or need legal help, please go to Get Legal Help. Dummies has always stood for taking on complex concepts and making them easy to understand.

What Should Your 501c3 Nonprofit Articles Of Incorporation Include?

The following is a list of information commonly required by the states and the IRS. Articles of incorporation contain basic information on the organization such as its name, registered agent, and address of the corporation’s principal office. Most state agencies that oversee incorporation will provide templates and/or instructions. In this section, no matter what State you are in or what kind of a nonprofit organization you are incorporating, you have to inform your State of your initial directors .

If you would like our help forming your corporation, we incorporate businesses every day. We’ll get your corporation set up correctly the first time for only $100 plus state fees. We also provide industry-leading registered agent service for $125 a year. The incorporator is/are basically the people who are founding your organization. The incorporator is/are typically required to sign the articles of incorporation, though some states require the initial directors to sign. During your initial board meeting, your directors should formally adopt the organization’s mission, articles of incorporation, and bylaws. If you have not incorporated as a nonprofit corporation yet and this is your first time filing, you need to submit the full Nonprofit Articles of Incorporation along with the State application for incorporation to your State.

• As we have mentioned before, the failure to include the required language can result in a rejection of the Articles of Incorporation and you will have to amend them to correct it.
• Before you begin this process, you might want to check out Candid’s course, Is Starting a Nonprofit Right for You?
• Your organization must fall under one of these purposes, otherwise your application will not fit the requirements for the 501, which allows you to become tax-exempt.
• They are responsible for receiving legal and corporate documents on behalf of your organization.
• I am back to the site to see what valuable information is available to continue to grow my organization and to ensure that I can make a difference in the world….

OK. So let’s get into the nitty-gritty of creating your articles of incorporation. Below is a sample “Articles of Incorporation” for a typical nonprofit.

Forms & Instructions

The next step is preparing and writing your bylaws so click the button below to start drafting your bylaws. In some states, nonprofit corporations are required to publish notice of their intention to file or their filing of the Articles of Incorporation. Research and abide by the publication requirements in your state.

Use this form to file the articles of incorporation of a non-profit organization in Illinois. Once this form is completed, it’s filed with the Secretary of State. It may take your filing office several weeks to reply to you. Be sure to include all your contact information in your cover letter so that you can be reached in case of questions. Once your paper work has been processed the filing office will send you notification of your incorporation and most likely a certificate of incorporation with your state seal on it. Now that you have completed your Articles of Incorporation you are ready to send them to your state filing office (in most cases this is your secretary of state.) Be sure to check the filing requirements for your state. Some may want you to submit your articles electronically, others may ask for multiple copies, etc.

What Is A Nonprofit Taxable Entity?

Your incorporator signs and submits the Articles of Incorporation. The incorporator can be a director or officer, or someone else you authorize to complete this paperwork. If you hire Northwest to form your corporation, we’ll be your incorporator. This article focuses on how distributions will be handled if the company dissolves, noting that distribution procedures will be included in the bylaws and will follow applicable state laws.

We offer a free Articles of Incorporation template you can use to form your new corporation. You can find the required forms and sample articles of incorporation on your state’s page. If you must amend the articles, you can do so by filing articles of amendment with the same official to whom you submitted the original articles . This language is required by the IRS to obtain tax exempt status.

The name of this corporation shall be The business of the corporation may be conducted as or .

Certificate Of Amendment Of Articles Of Incorporation

In Microsoft Word Document format, please considermaking a donationand you’ll get to download them immediately. Not only they’re worth well over $1000 in value, they will save you weeks of copy pasting and formatting as they are ready to go templates which only need changing names and addresses. Names, addresses and signatures of all directors and incorporators.

If the program that you have in mind is only for a set period, you shouldn’t apply for tax exemption. Instead you can use other venues such as Fiscal Sponsorship from other exempt nonprofits to carry on your program. Be extremely wary of free Articles of Incorporation Template or Samples you find on the internet through other websites. Even though they are marked and presented as nonprofit Articles of Incorporation for 501c3, they severely lack the necessary legal provisions and articles, and in many cases will cripple your organization. These so-called good Samaritans neither have the expertise nor the understanding of the nonprofit law. They put up these free sample Articles of Incorporation templates to either sell you a book, take a course, sell you their “services”, or simply for attracting traffic to their site for paid advertisement.

In this section you state the duration of your organization, which should be perpetual. The IRS does not usually grant tax-exempt status to temporary organizations. If you do not have the required language, the IRS will most likely reject your request and you will have to amend your Articles of Incorporation, costing you time and money.

Step 2: File Your Articles Of Incorporation

Here’s the complete articles of incorporation with detailed explanation for each section and important tips. All these sections together combined will make your articles of incorporation.