North Dakota Nonprofit Corporation

Forming a North Dakota nonprofit corporation alone is a relatively simple matter: similar to forming a for-profit corporation, you would begin by drafting the nonprofit version of Articles of Incorporation. These Articles should then be submitted, along with the filing fee, to the North Dakota Secretary of State's office in Bismarck.

However, depending on your purpose for forming a nonprofit corporation in North Dakota and the actions you intend that corporation to take, further filings may be required.

It's important for any business, especially those considering complicated IRS nonprofit filings, to speak with a lawyer or business advisor before making any crucial decisions—but the information below should get you on the right track so you have some idea of what you can expect along the way!

What is a 501c3 nonprofit organization?

Many nonprofit corporations are formed in order to accept tax-deductible donations from the public to further their causes. Filing as a nonprofit corporation in North Dakota does not, however, provide authorization to operate as a tax-exempt organization; only by filing as a 501c3 (or other type of 501c corporation, if appropriate) with the IRS are you able to begin taking tax-deductible donations.

There are certain benefits provided to 501c3 nonprofit corporations in North Dakota:

  • Exempt from federal taxes
  • Some state tax exemptions and advantages
  • Lower corporation filing fee
  • Access to money specifically for tax-exempt organizations (grants, etc.)
  • Reduced postage
  • Access to media (in the form of public service announcements)
  • "Halo effect" (warm public perception of nonprofits organizations

What kinds of nonprofit corporations in North Dakota can register as a 501c3?

In order for a North Dakota nonprofit corporation to be eligible to receive 501c3 status, the nonprofit must be organized specifically for one of the following reasons:

  • charitable
  • religious
  • educational
  • scientific
  • literary
  • testing for public safety
  • fostering national or international amateur sports competition
  • preventing child cruelty
  • preventing animal cruelty

There is sometimes a little confusion around the word "charitable"—what sorts of actions count as charitable for 501c3 purposes? In fact, "charitable" is used here in its accepted legal sense: a soup kitchen in Williston, an organization dedicated to erecting public buildings in Dickinson, and a human rights organization that assists in the rebuilding effort in Minot may all be eligible for 501c3 status.

How can I obtain 501c3 status for my North Dakota nonprofit?

There are two main steps to take to form a 501c3 nonprofit corporation:

  1. Register your corporation with the state's office in Bismarck
  2. Apply for 501c3 status from the IRS

It's important to note that only when 501c3 status has been granted is the corporation legally able to operate as tax-exempt; until official confirmation has been received, the entity is only a registered state entity and is still responsible for federal taxes, full postage, and many of the other responsibilities of a North Dakota corporation.

Registering your nonprofit corporation in North Dakota

In order to register your nonprofit corporation at the state level, you will draft and file Nonprofit Articles of Incorporation with the Secretary of State's office in Bismarck. The state's Nonprofit Articles template asks for much the same information about your organization as for-profit Articles:

  • The name of the corporation
  • The name of the registered agent, either commercial or noncommercial
  • The address of the registered agent, if noncommercial
  • Whether the corporation is to be effective upon filing or at a later date
  • The nonprofit's purpose
  • Any additional provisions or clauses
  • The name and address of the incorporator

However, just because the information above is sufficient for the state to place the entity on file does not mean it meets the IRS's requirements of a 501c3.

Applying for 501c3 status with the IRS

In order to be accepted as a 501c3 nonprofit, the IRS will require additional information to be present in the Articles:

  • Specific purpose or intended actions of the organization, which must conform to one of the accepted activities of a 501c3
  • Certain language that cites 501c3 statutes
  • Specific clauses that address certain contingencies, such as future dissolution

If a nonprofit corporation fails to include the federally required language in order to be eligible for 501c3 status, the articles can be amended to include this information before the 501c3 application is considered.

In addition to the required filed Articles of Incorporation, the following documents will be required in order for a North Dakota nonprofit to operate as a tax-exempt charitable organization:

  • IRS Form SS-4: the application for an EIN, or Employer Identification Number, which all incorporated businesses must have
  • IRS Form 1023: Application for Recognition of Exemption Under Section 501c3 of the Internal Revenue Code
  • IRS Forms 2848 and 8821, if applicable
  • Financial documentation
  • Mission statements
  • Three years of projections
  • Any agreements with partners, officers, or directors

This should not be taken as a comprehensive list of everything required in order to form a 501c3 North Dakota nonprofit corporation. It is important to review the IRS's publications and website information, and no amount of publications is substitute for legal advice from an attorney familiar with nonprofit law.

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What if a nonprofit corporation isn't right for my organization?

There are many other types of North Dakota businesses you can start. Take a look at the following links for more information: