Here are the steps to form a nonprofit corporation in North Carolina. You should read this page in conjunction with the general section on forming a nonprofit corporation, which has additional steps listed that are applicable to all states. You should also familiarize yourself with chapter 55A of the North Carolina General Statutes (abbreviated here as "N.C. Gen. Stat."), and with the North Carolina Secretary of State's Corporations Division. The division has a helpful publication: Incorporating Your Non-Profit in North Carolina, which you can download by scrolling to the section headed "Guidelines to Incorporating" and selecting the "Nonprofit Corporation".
1. Choose a business name and check for availability
- Your nonprofit corporation's name may not be the same as, or deceptively similar to, other corporate names on file with the Secretary of State (limited exceptions apply).
- The name must contain either " corporation," "incorporated," "company," "limited," or their abbreviations. Search for a Corporation by Name to determine name availability.
2. Recruit and/or appoint directors
- You must have at least one director for your nonprofit corporation.
- Directors do not have to reside within the state of North Carolina, nor to they have to be of a certain age.
3. Incorporate your Nonprofit Organization
You should read the general section on forming a nonprofit corporation in tandem with the steps outlined here.
a. Prepare and file articles of incorporation
- Articles of Incorporation for Nonprofit Corporations explains what to include in your articles in order to qualify for 501(c)(3) tax-exempt status.
- You must file your articles of incorporation with the North Carolina Department of the Secretary of State Corporations Division by mail or in-person delivery.
- The filing fee is $60.
- Click here for a sample articles of incorporation.
b. Create the bylaws
- There are no set criteria for the content of bylaws, but they typically set forth internal rules and procedures.
- You are not required to file bylaws with the Department of State, but you must keep a copy at the nonprofit corporation's principal place of business.
- Refer to Bylaws for Nonprofit Corporations for general information.
c. Hold an organizational meeting
- See Forming a Nonprofit Corporation for details.
d. Create a Records Book
- You will need a records book to store important documents concerning your nonprofit corporation.
- See N.C. Gen. Stat. § 55-16-01 for specific information about record-keeping requirements under North Carolina law.
4. Get your Employer Identification Number
Whenever you hire an employee in North Carolina, you must inform both the IRS and the state of North Carolina.
a. Federal
- Request an Employer Identification Number ("EIN") from the IRS. This can be done via an online application.
- For more on the EIN, see Forming a Nonprofit Corporation.
- The IRS details all of the necessary steps to complete, including verifying work eligibility and withholding allowances certificates, in Hiring Employees.
b. State
- See North Carolina New Hire Reporting for more information.
5. Register with state offices
a. N.C. Department of the Secretary of State Solicitation Licensing Section
- If you solicit donations for your nonprofit, you will need to obtain a license from the Department of the Secretary of State Charitable Solicitation Licensing Section.
- However, if you receive less than $25,000/year in contributions, and you do not pay officers, directors, incorporators, fundraisers, or lawyers for their services, you need not apply for the license. See N.C. Gen. Stat. § 131F-3 for more information.
- The license must be renewed annually.
b. Department of Revenue
- You must register for state business taxes. To do so register at any of the taxpayer service centers located throughout the State. The Department of Revenue has a directory of taxpayer service centers to help you find the most convenient location.
6. Apply for tax exemptions
Once you've incorporated as a nonprofit corporation, you can start applying for tax exemptions.
a. Federal
- The IRS lists a series of questions to help you determine whether your organization is eligible for federal tax exemption.
- See Applying for 501(c)(3) Tax Exemption for more information on how to apply for tax-exempt status under section 501(c)(3) of the tax code.
b. State
- The North Carolina Department of Revenue has an informative guide on State Taxation and Non-profit Organizations to help you apply for appropriate state tax exemptions.
c. Local
- See Forming a Nonprofit Corporation for details.