Establishing a new public charity can seem like a daunting challenge, but it doesn’t have to be. While we do not intend to provide legal advice, and you may wish to consult an attorney for advice, elaboration, and exceptions, here are the 10 steps you should consider before launching your new organization.
The incorporation and IRS filing services we provide includes many of these steps and can help you organize a smooth launch. The package we offer is intended only for 501(c)3 public charities and includes obtaining your resident agent, obtaining your EIN, submitting your state incorporation filing, creating your Pay.gov account, and completing and filing your IRS public charity status application (but does not include fees).
- Decide, based on your intended activities and mission, whether you should file as a 501(c)3 public charity, a private foundation, or some other kind of non-profit, such as a 501(c)4. Many charities eventually end up forming both a 501(c)3 corporation (which can accept tax-deductible donations) and an affiliated 501(c)4 (which can influence legislation), but there are strict rules you should discuss with a lawyer. (See chart below). There are many other kinds of non-profits, such as churches, schools, trade associations, fraternal groups, etc., each of which has their own IRS classification. Only public charities that perform charitable or educational services qualify for a 501(c)3 determination. A lawyer can help you decide which classification is most appropriate for you.
- Choose the state in which you want to incorporate. No matter where you’re headquartered, we suggest you consider Delaware. (See our FAQs for the pros and cons of filing in Delaware vs. your home state). Whatever state you choose, you will need a main point of contact (the Administrator, who is typically a board member and officer of the corporation), and determine the mailing address for your organization.
- Reserve your group’s name. You have to make sure the name you choose for your non-profit isn’t already taken. Check the registry of corporations that each state maintains to confirm your chosen name is available.
- Select and hire a resident agent that operates in your incorporation state. We recommend a professional resident agent service like the one we offer.
- Complete and submit your Articles of Incorporation in your chosen state along with the filing fee. Your Articles of Incorporation must include language required by the IRS when you apply for your public charity determination. If you don’t include this language, your IRS application will be rejected and your Articles of Incorporation will have to be amended. Don’t make this common mistake!
- Draft Bylaws that include rules for the number, election, and terms for your board of directors and corporate officers (you need at least three board members, to serve as your corporate President, Secretary and Treasurer), and whether you will be a membership organization. Draft also your corporate governance policies, which should include a conflict of interest policy, non-discrimination policy, whistleblower policy, and record retention procedures.
- Hold your inaugural meeting of the Board of Directors, at which you elect or appoint your board and corporate officers, decide whether to operate on a calendar or fiscal year basis, adopt the Bylaws and governance policies, authorize the officers to file for IRS tax determination, make tax filings on behalf of the organization, and open a bank account.
- Obtain your federal Employee Identification Number (EIN).
- After you are incorporated, create a Pay.gov account, and then prepare and file your IRS public charity determination application, and pay the filing fee.
- File for state and local sales and income tax exemptions and fundraising licenses, where applicable.
That’s it! After you receive your IRS determination letter, be sure you file the necessary tax forms on time or you might lose your public charity status. Also make sure to renew your resident agent service, and continue to pay any state incorporation fees or taxes and license renewals.