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Does my Nonprofit Need Articles of Incorporation?

Updated: 3 days ago

Credit: screenshot of Washington state Secretary of State website

It's confusing. When setting up a nonprofit on the Washington state Secretary of State's website, the applicant fills out a form called "articles of incorporation." In that, the state asks for some basic information, such as the nonprofit's purpose, registered agent, and incorporators.

Is more needed?

If, you want to file for federal tax exempt status with the IRS, yes! The IRS requires specific language about, among other things, how nonprofit will limit lobbying activity and prohibit profit sharing by directors.

Director limitation of liability and indemnification are other additions that are not required by the IRS or the state but are important to have as well. Many people will require a nonprofit have these things in place before joining the board. Although a nonprofit can have these in the bylaws, placing them in the articles of incorporation makes them more permanent and shows the nonprofit takes them seriously.

So, if you want to establish a nonprofit that can seek federal tax exempt status and attract board members, having more than the minimum required by the Secretary of State's office is a must!

More Information:

The information provided on my blog is not legal advice and should not be relied on as legal advice. Anyone reviewing this post should use it as only a first step in understanding how a non-competition clauses and agreements work. You should consider consulting with a lawyer when drafting or reviewing an employment agreement.


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