For an organization to be exempt from New York state taxes, it must incorporate as a nonprofit corporation by filing nonprofit articles of incorporation with the New York Department of State under the state Not-for-Profit Corporation Law. There are a number of steps all nonprofit organization should take to operate as a functioning organization in New York. If the organization plans to eventually file for federal 501(c)(3) nonprofit status, there are additional provisions that you must include in the articles of incorporation.
Vote to incorporate. Although you need only one incorporator to start a nonprofit organization, if you have multiple organizers, you must officially vote to incorporate the nonprofit.
Read More: How to Change a Corporation From Nonprofit to Profit
Appoint an incorporator and create the initial board of directors. An incorporator is the person who will sign the incorporating documents and will designate the initial board of directors. There must be at least three people on the board, which is responsible for drafting bylaws and a mission for the organization, as well as selecting an executive director, if necessary.
Obtain a registered agent. This is the person who will accept all legal documents on behalf of the nonprofit. You list the agent's name and contact information on the articles of incorporation.
Check the availability of your nonprofit's name. Visit the New York Corporation and Business Entity Database website and type in your preferred name for the organization. If you preferred name is already being used by another organization, you must select a different name.
Download the certificate of incorporation template from the New York Department of State website. From the Not-For-Profit Corporate Filings page, click on "Fillable Certificate of Incorporation Form" and download the document.
Complete the certificate of incorporation form. If you plan on filing for 501(c)(3) status with the Internal Revenue Service, you need to add additional language to the form to show that your organization is organized for an exempt purpose. You must state that the organization's assets are permanently dedicated to an exempt purpose, meaning that if the nonprofit dissolves, the assets will be distributed to another exempt organization or to the government. Further, you must state that no officer or director will receive profits from the nonprofit above reasonable compensation, and that the organization will not be involved in any political activity or propaganda.
Obtain any required state licenses. Certain types of professional businesses require professional licenses and registration, such as real estate businesses and patrol agencies. Visit the NYS Division of Licensing Services to find out if your nonprofit's work requires registration.
File the certificate of incorporation with the New York State Department of State Division of Corporations with the appropriate filing fee. The most up-to-date filing fee is listed at the bottom of the certificate of incorporation template.
Register with the Charities Division of the state Attorney General's office if you are planning on fundraising. Download CHAR410, Registration Statement for Charitable Organizations, from the Attorney General's website. Fill out the form and submit it to the Charities Division with the appropriate fee.
- New York Division of Corporations: Not-for-Profit Corporation Filings
- IRS: Organizing Documents -- Charity
- New York State Legislature: Not-for-Profit Corporation
- New York Division of Corporations: Search the Corporation & Business Entity Database
- New York Attorney General: FAQs -- Registration
- NYS Division of Licensing Services
Elizabeth Rayne earned her J.D. from Penn State University and has been practicing law since 2009, advising clients on issues ranging from employment law to nonprofit management. For two years, she served as a contributing editor for the "Vermont Environmental Monitor."