Learn How to Form a Kentucky Nonprofit Corporation

Step 1: Select directors

First, choose your initial directors. Kentucky law requires that you select at least three non-related individuals. There are no residency or membership requirements.

You’ll also need to select at least one incorporator who will sign your Articles of Incorporation. This can be, but does not have to be, an initial director.

Step 2: Choose a name

When you select a name for your Kentucky nonprofit corporation, select one that will let the public know the purpose of your nonprofit. You’ll need to check to see if anyone is already using or owns your chosen name. You can do this by checking on the Kentucky Secretary of State’s name database.

There are also some naming rules for your Kentucky nonprofit corporation. It needs to include “corporation,” “Inc.,” “company,” “incorporated,” or “co.” If you decide to select “company” or “co.” you cannot precede them with “and” or “&.”

If the name you’ve chosen is not being used, you’ll want to ensure it’s not taken. You can reserve it with the state for 90 days using this form. The filing fee is $15. You have the option to mail in the form or hand-deliver it. The addresses are listed at the end of the document.

Next, you’ll need to select a domain name for your Kentucky nonprofit corporation’s website. Use ZenBusiness’s domain registration service to start building your online presence.

Step 3: Choose a Kentucky registered agent

A registered agent is the individual who will receive official documents from the commonwealth, as well as other legal documents, on behalf of your nonprofit. This person must reside in Kentucky, have an office that’s open during regular business hours, and be available during those hours.

You could spend hours looking for a registered agent or even be your own registered agent. However, we think your time is better spent serving the needs of your nonprofit. ZenBusiness offers a registered agent service to help fulfill this requirement. Our registered agent providers accept documents on your behalf and post them to your ZenBusiness dashboard.

Step 4: File Articles of Incorporation with Kentucky

Your Articles of Incorporation act as your founding documents with the Commonwealth. You’ll need to include the name of your Kentucky nonprofit corporation, its purpose, and the name and address of your registered agent. You can find a nonprofit Articles of Incorporation form on the Secretary of State’s website. There’s an $8 filing fee. (Veteran-owned nonprofits pay no fees.)

It’s important to note, however, that if you’re going to file for 501(c)(3) tax-exempt status with the IRS you need to include other important information in your Articles of Incorporation. IRS’s publication 557 contains details on the extra information you need to include.

Step 5: Create corporate bylaws

Now you need to create bylaws that will govern how you run your Kentucky nonprofit corporation. They should include rules on how and when to conduct meetings, how to elect or replace directors and officers, and how to resolve conflicts of interest. You don’t need to file a copy of your bylaws with the Commonwealth.

Step 6: Hold an organizational meeting for the board of directors

Your first meeting, known as your organizational meeting, will be busy. The directors will approve the bylaws that you’ve created, appoint officers for your Kentucky nonprofit corporation, create an accounting and tax year, and approve the creation of a bank account.

Step 7: Set up a corporate records binder

The minutes of your board of directors’ meetings, and other important legal documents, should be kept in a records binder or on the cloud, so they can be easily accessed when needed.

Step 8: Get tax ID numbers

You’ll need an Employer Identification Number (EIN) from the IRS before you can hire any employees, open a bank account, or prepare to file taxes. You can get one for free through the IRS, or you can let ZenBusiness help through its EIN service.

Depending on which city or county you live in. you’ll need to check with the Kentucky Department of Revenue to see if you need to register for a state tax ID number or for an applicable state tax account.

Step 9: Apply for all necessary Kentucky licenses and permits

Your Kentucky nonprofit corporation doesn’t need to obtain a statewide business license. You may be required, however, to apply for permits or licenses. For instance, if your nonprofit plans to hold a bingo or a casino night to raise funds, you’ll need to apply for a license with the Kentucky Department of Charitable Gaming.

Keeping track of the permits and licenses needed by the various levels of government can be confusing. ZenBusiness can help with its business license report service, which keeps you up to date on required licenses and permits.

Step 10: Apply for tax-exempt status (on both federal and state levels)

To fundraise or to solicit donations for your Kentucky nonprofit corporations, you need to apply for IRS 501(c)(3) tax-exempt status. Apply using form 1023. There are two versions of the form, long and short, fill out the one that best meets the needs of your nonprofit.

The language that you use and the information you provide when filing for tax-exempt status are particularly important. Check the IRS website for more details.

Once you have your IRS tax-exempt status, your Kentucky nonprofit corporation will be automatically exempt from Kentucky income tax. To apply for exemptions on state taxes like use or sales tax, apply at the Kentucky Department of Revenue. You’ll need to include a copy of your IRS tax-exempt letter and your Articles of Incorporation with your application.

Step 11: Register as a charity with the state

If you want to accept donations for your Kentucky nonprofit corporation, you’ll need to register as a charity with the Kentucky Attorney General’s office.

Step 12: Acquire insurance for your nonprofit

Your Kentucky nonprofit corporation will need unemployment insurance and workers’ compensation insurance if you have any employees. Also, don’t assume that just because you’re running a nonprofit doesn’t mean you won’t get sued. The kind of insurance you’ll need will depend upon the kind of nonprofit you’re operating. Talk to a licensed insurance agent for a better picture of the kind of insurance required.

Step 13: Open a bank account

When you go to open your bank account, you’ll need copies of your Articles of Incorporation and your bylaws, as well as your EIN.

Ready to Kickstart Your Business?

At ZenBusiness, we are proud to support small businesses through a variety of different tools and services. Whether you need a registered agent service or are looking to register a domain, our goal is to help you stay on the road to success. Check out our formation services, and contact us today to see how we can help you grow your company.