Steps to Form a Nevada Nonprofit Corporation
- Select initial directors
- Choose a name
- Choose a Nevada registered agent
- File Articles of Incorporation with Nevada
- File the Nevada initial list of officers
- Create corporate bylaws
- Hold organizational meeting for board of directors
- Get tax ID numbers
- Apply for all necessary Nevada licenses and permits
- Apply for tax-exempt status
- Register as a charity with the state
- Acquire insurance for your nonprofit
- Open a bank account
Step 1: Select initial directors
You will need at least one initial director who’s at least 18 years old in order to form a nonprofit corporation in Nevada. Ideally, you should have at least three directors to prevent conflicts of interest and diversity in decision-making.
Step 2: Choose a name
The name you choose for your Nevada nonprofit corporation needs to be distinguishable from any other entity that is registered with Nevada. You can’t use the name of a natural person for your nonprofit unless it contains one of the following designators:
- Company or Co.
- Corporation or Corp.
- Incorporated or Inc.
- Limited or Ltd.
Name availability can be checked online via the state’s business portal, SilverFlume. You can reserve your preferred name for up to 90 days on the state site for $25.
It’s a good idea to pick a domain name for your nonprofit’s website at this time. You can search for and register this yourself. ZenBusiness’s domain name service can do this for you as well.
Step 3: Choose a Nevada registered agent
A registered agent is a person or entity who receives legal notices and correspondence from the secretary of the state on your behalf. Your registered agent must reside or be located in Nevada with a valid street address in the state.
While it’s possible to be your own registered agent, doing so has a couple disadvantages:
- You’ll be required to keep regular business hours so you’re able to receive legal notices in the event of a lawsuit.
- You will need to choose a different registered agent if you move outside of Nevada.
A registered agent service is usually the most convenient option for most nonprofits. This service works with third-party providers who fill the registered agent role for you.
Step 4: File Articles of Incorporation with Nevada
Your incorporator files your Articles of Incorporation, doesn’t need to be a director, officer, or employee. A number of people can file after which their part in the organization is finished.
To register as a nonprofit in Nevada, you’ll file your Articles of Incorporation with the Secretary of State’s office. The following information needs to be included with your form:
- Your Nevada nonprofit corporation’s name
- Registered agent’s name, address, and signature
- A description of your organization’s purpose
- Names and addresses of each director, trustee, and incorporator
- Initial list of officers
Step 5: File the Nevada initial list of officers
Nevada requires you to include a list of all initial officers and directors at the time of filing your Articles of Incorporation. It’s free to amend this list for up to 60 days after filing, or $50 after 60 days. The list must be refiled on an annual basis.
If you intend to solicit tax-deductible contributions, you will also need to submit the Charitable Solicitation Registration Statement at this time.
Step 6: Create corporate bylaws
Corporate bylaws serve as an operating guide to the way your nonprofit will be run. You’re not required to draft bylaws in Nevada, but it’s a good idea to have them, anyway. Your bylaws should include:
- A list of officers and their roles
- Procedures for adding members and removing them from the board
- Details about board meetings
- Details related to the nonprofit’s dissolution
Step 7: Hold organizational meeting for board of directors
At your nonprofit’s first organizational meeting, the board will make important decisions such as:
- Appointing officers
- Approving bylaws
- Approving initial financial transactions
- Creating a corporate records binder
- Selecting an accounting period and tax year
Step 8: Get tax ID numbers
An Employer Identification Number (EIN) is used by the IRS to identify your nonprofit for tax purposes. You’ll also need one if you want to hire employees. You can apply for an EIN online or by mail, fax, or phone (for international applicants). ZenBusiness’s EIN service can help with obtaining one for you.
You’re also required to submit a Supplemental Application and the Nevada Common Business Registration form. This form includes basic information about your nonprofit that almost every government agency in the state requires.
Step 9: Apply for all necessary Nevada licenses and permits
Depending on the kind of work your nonprofit does, you might need to apply for certain licenses and permits in Nevada. Some types of nonprofits may require a business license, for example. If your profit runs charitable games of chance, you must apply with the State of Nevada Gaming Control Board. Otherwise, there is no central list of licenses your nonprofit needs, and it’s your responsibility to determine which ones are required for you. ZenBusiness provides a business license report service that can tell you which permits you’ll need.
Step 10: Apply for tax-exempt status
To apply for tax exemption, you’re required to file Form 1023 with the IRS. The form asks for information about how your nonprofit operates, its policies, structure, and more. Small nonprofits might be able to fill out the shortened Form 1023-EZ. To be eligible, a nonprofit must have less than $50,000 of gross annual receipts and no more than $250,000 in assets.
Nevada doesn’t have corporate income tax. If your organization has charitable, religious, or educational purposes, you will need to file for an exemption from state sales tax.
Step 11: Register as a charity with the state
You must register as a charitable organization with Nevada prior to collecting contributions in the state. File the Charitable Solicitation Registration Statement with Nevada’s Secretary of State’s office.
Step 12: Acquire insurance for your nonprofit
Many companies in Nevada offer policies that are designed to protect nonprofits from lawsuits. The type of insurance you’ll need depends on the kind of work your nonprofit does. Talk to a qualified insurance agent to understand what policy is best for you.
Step 13: Open a bank account
When you open a business bank account, they’ll ask for your nonprofit’s EIN. Depending on the bank, an account may come with perks such as low currency deposit limits and low monthly balance requirements. Shop around for a bank that offers what you need.
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Nevada Nonprofit Corporation FAQ
- Can the founder of a Nevada nonprofit receive a salary?
It’s acceptable for a nonprofit’s founder to pay themselves a reasonable and fair salary for work they do, just like other employees. The IRS determines if a salary is reasonable based on a number of factors. Factors include your job description and roles in the organization, hours worked, and the overall budget for your nonprofit.
- How much does it cost to start a nonprofit corporation in Nevada?
Costs vary depending on the form you are filing. There are fees for filing your Articles of Incorporation with Nevada’s Secretary of State office, plus any expedited filing fee. There are also fees for filing Form 1023 for tax-exempt status as well as for Form 1023-EZ.
- What happens if a Nevada nonprofit makes money?
It’s normal and acceptable for a nonprofit to earn money through donations or product sales. These funds can be used to pay for operating costs, including utility bills, rent, and equipment. They must be reinvested back into the organization.
- What kinds of businesses can be a nonprofit in Nevada?
If a business’s work is educational, scientific, humanitarian, or some other type of work that benefits the public, it may be considered a nonprofit.
- Can Nevada nonprofits sell products?
Nonprofit corporations are allowed to sell products and services in order to further the organization’s mission and goals. Sales must be related to the nonprofit’s mission to be considered tax-exempt. If too much of a nonprofit’s sales come from non-related activities, it may have to pay an unrelated business tax to the IRS.
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