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How to Start a Nonprofit Organization

Starting a nonprofit organization means choosing a name and registered agent, filing nonprofit articles of incorporation with your state, adopting bylaws and electing a board at an organizational meeting, getting a free EIN from the IRS, and then applying for 501(c)(3) status using Form 1023-EZ ($275) or the full Form 1023 ($600). Most organizations also register separately before fundraising in any state that requires charitable solicitation registration.

By LLC Register · Last reviewed October 2, 2026

Read Comprehensive Guide
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Key Takeaways

  • The sequence matters: state first, then federal

    The IRS will only review a 501(c)(3) application from an organization already organized as a corporation, trust or association under state law and holding a federal EIN, per the IRS.

  • A registered agent is required at incorporation, not after

    Every state requires a nonprofit corporation to name a registered agent at a physical in-state address on the same filing that creates the entity, the same baseline rule that applies to for-profit corporations and LLCs.

  • The IRS fee depends on your size and type

    Form 1023-EZ costs a $275 user fee and is limited to organizations projecting $50,000 or less in annual gross receipts and $250,000 or less in assets; churches, schools, hospitals and LLCs must file the full $600 Form 1023 regardless of size, per the IRS.

  • Fundraising registration is a separate state-by-state step

    Federal tax exemption does not register you to solicit donations; most states require a separate charitable solicitation registration before you ask residents there for money.

  • Compliance starts the day you're approved, not later

    Most 501(c)(3) organizations then file an annual IRS information return and a state annual or biennial report, and missing the federal return for three consecutive years triggers automatic revocation of tax-exempt status.

Start a Nonprofit
In this article
  • Comprehensive Guide
  • Practical Considerations

Comprehensive Guide

Step 1: Nail Down Your Purpose Before You File Anything

Your exempt purpose, charitable, religious, educational, scientific, or another category under section 501(c)(3), has to appear in your state articles of incorporation and again in your IRS application, so write it precisely from the start rather than relying on a vague mission statement you plan to tighten up later. A specific purpose clause also makes it easier to recruit a board that actually understands what the organization does.

Step 2: Choose a Name and a Registered Agent

Your name has to be distinguishable from other entities already on file with your state, and your state filing requires naming a registered agent, a person or entity with a physical address in your state of formation who can accept legal notices on the organization's behalf, on the same form that creates the entity. See our guide on how to choose a nonprofit name for the specifics of that step.

Step 3: File Articles of Incorporation

File nonprofit articles of incorporation with your state's Secretary of State or equivalent filing office. Fees vary by state: $25 for Texas's Form 202, $30 in California, and $70 in Florida once you include the registered-agent designation fee, according to each state's official filing schedule. Include the purpose and dissolution language the IRS expects for 501(c)(3) eligibility; our guide on required language for 501(c)(3) articles of incorporation covers exactly what that needs to say.

Step 4: Recruit a Board and Hold an Organizational Meeting

Most states set a minimum number of directors by statute, such as Illinois's three-director requirement, while others, like California, leave the number to the bylaws. Regardless of your state's legal floor, the IRS looks for enough independent, unrelated directors to provide real oversight when it reviews a 501(c)(3) application. At your organizational meeting, the initial board adopts bylaws, elects officers, and authorizes opening a bank account, all documented in minutes. See our guide on how to recruit nonprofit board members if you're starting from scratch.

Step 5: Get a Free EIN From the IRS

Every nonprofit needs a federal Employer Identification Number before it can open a bank account or apply for tax exemption. Apply directly through the IRS at no cost; see our guide on how to get an EIN for a nonprofit for who should be listed as the responsible party.

Step 6: Open a Bank Account

With your EIN, articles of incorporation, and bylaws in hand, open a dedicated nonprofit bank account rather than running organizational funds through a personal account. Most banks also ask for a board resolution naming authorized signers; see our guide on how to open a nonprofit bank account for the full document checklist.

Step 7: Apply for 501(c)(3) Status

Once your organization exists at the state level and has an EIN, apply to the IRS using Form 1023-EZ (a $275 user fee, limited to organizations projecting $50,000 or less in gross receipts and $250,000 or less in assets) or the full Form 1023 (a $600 user fee, required for churches, schools, hospitals, private operating foundations and LLCs regardless of size), per the IRS. File within 27 months of your formation date and, if approved, your exemption applies retroactively back to that date. Our guide on how to apply for 501(c)(3) tax-exempt status walks through the eligibility worksheet and timeline in detail.

Step 8: Register to Fundraise Where You Solicit Donations

Federal tax exemption does not automatically register you to solicit donations anywhere. Roughly 40 states require a separate charitable solicitation registration, renewed annually, before you ask their residents for money, including through a public donation page; Delaware, Texas and Wyoming are among the few states with no general requirement. Register in every state where you actively fundraise, not only your state of incorporation.

Step 9: Build a Compliance Calendar From Day One

Once approved, most 501(c)(3) organizations file an annual IRS information return, Form 990, 990-EZ or 990-N depending on size, alongside their state's own annual or biennial report. Missing the federal return for three consecutive years triggers automatic revocation of tax-exempt status, which requires reapplying and paying the IRS user fee again to fix. Put all your recurring deadlines, federal, state corporate, and any charitable registration renewal, on one calendar rather than tracking them separately.

Practical Considerations

A Fiscal Sponsor Can Buy You Time to Test the Idea

If you're not ready to commit to the full incorporation and 501(c)(3) process, operating temporarily under an existing 501(c)(3) organization's fiscal sponsorship lets you accept tax-deductible donations for a specific project sooner, without forming your own entity first. This is a common way to test demand before fully committing.

Don't Treat the Organizational Meeting as a Formality

Banks, grantmakers, and the IRS can all ask to see your organizational minutes and adopted bylaws later. Document this meeting properly from the start rather than reconstructing it after the fact.

Form 1023-EZ's Speed Has a Tradeoff

The shorter form has you attest that you meet eligibility criteria rather than walking the IRS through your actual planned activities and finances. If your organization is close to the size thresholds or your activities are unusual, the longer Form 1023 gives the IRS a fuller picture up front, which can reduce the odds of a follow-up inquiry.

Keep State and Federal Paperwork Together From the Start

Your articles of incorporation, EIN confirmation, bylaws, and IRS determination letter are documents you'll be asked to produce repeatedly. Keep them in one place rather than scattered across whoever happened to handle each filing.

This Is Not Legal or Tax Advice

Nonprofit formation involves state corporate law and federal tax law interacting in specific ways that depend on your organization's activities. Talk to a tax professional or nonprofit attorney before finalizing your structure and application.

Related Resources

  • How to Form a Nonprofit Corporation

    Learn how to form a nonprofit corporation, including naming, registered agents, articles of incorporation, bylaws, an EIN, and 501(c)(3) status.

  • How to Apply for 501(c)(3) Tax-Exempt Status

    Learn how to apply for 501(c)(3) status, including Form 1023 vs. 1023-EZ, IRS user fees, eligibility limits, and processing times.

  • How Much Does It Cost to Start a Nonprofit?

    See what it costs to start a nonprofit, including state incorporation fees, the IRS 501(c)(3) user fee, EIN costs, and ongoing annual filing fees.

Sources

The official sources used for this article.

IRS: Application process for 501(c)(3) status

irs.gov/charities-non-profits/application-process

IRS: Instructions for Form 1023-EZ

irs.gov/instructions/i1023ez

IRS: Get an employer identification number

irs.gov/businesses/small-businesses-self-employed/get-an-employer-identification-number

Texas Secretary of State: Form 202 Certificate of Formation (Nonprofit)

sos.state.tx.us/corp/forms/202_boc.pdf

Florida Division of Corporations: Nonprofit filing help (Sunbiz)

efile.sunbiz.org/nonprofit_filing_help.html

Created by: LLC RegisterLast reviewed October 2, 2026

Updated: October 2, 2026

Frequently Asked Questions

What's the very first document a new nonprofit needs?

Nonprofit articles of incorporation, filed with your state's Secretary of State or equivalent office. The IRS will only review a 501(c)(3) application from an organization already organized under state law, so this filing has to come before any federal paperwork.

Does a new nonprofit need its own bank account right away?

Yes, and you can open one before the IRS approves your 501(c)(3) application. A bank account is based on your EIN and state formation documents, not your federal tax-exempt status, so most nonprofits open an account once they have those two things.

Can a new nonprofit accept donations while its 501(c)(3) application is pending?

Yes, but donors can't be certain their contributions are tax-deductible until the IRS approves the exemption. Filing within 27 months of your formation date makes approval retroactive to that date, which covers donations received during the gap if the application is approved.

Is incorporating as a nonprofit the same as becoming tax-exempt?

No. State incorporation creates the legal nonprofit corporation; federal tax-exempt status under 501(c)(3) requires a separate application to the IRS filed afterward. Many founders are surprised to learn these are two filings with two separate fees.

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