How to Incorporate As a Non-Profit in Florida

Create a non-profit organization in Florida.

Incorporating your organization as a non-profit in Florida requires some serious thought and planning. Registering with your state, obtaining tax-exempt status and filing your Articles of Incorporation all mean that you should be familiar with the laws and guidelines of Florida as well as federal law. As you create your non-profit, seek legal assistance from a non-profit lawyer to help ensure that your organization meets all state and federal requirements. You can find pro bono and reduced-cost lawyers on the American Bar Association website. (See Resources.)

Instructions

1. Create a mission statement that explains exactly what your organization does and who it serves. Do your research about other similar non-profits in the area. Make sure not to overlap services to the same population(s). Design your organization's goals to be realistic and achievable. Think about how you want the public to perceive your charity, and how you want your organization to achieve its goals.

   The name of your organization cannot be very similar to other corporate names on file with the Florida Secretary of State. You can check to see if your organization's name is too close to that of another by searching corporate names online at the Florida Department of State's Division of Corporations website. The name of your organization must include the word "incorporated, "corporation," or an abbreviation of one of these, but not the word "company." (See Resources.)

2. Create a fund-raising plan and develop an annual budget.

3. Find and recruit at least 3 qualified board members to serve as leaders of your organization. They must be at least 18 years old, and they do not have to live in Florida.

4. Write your Articles of Incorporation, and file them with the Florida Division of Corporations. There is a $35 application fee as of 2010, and an additional $35 will be charged for Designation of a Registered Agent. According to the Citizen Media Law Project, "The purpose of the registered agent is to provide a legal address for service of process in the event of a lawsuit [, and] is also where the state government sends official documents such as tax notices and annual reports."

   Articles of Incorporation, among other items, usually include statements emphasizing the organization's non-profit status, including one saying the organization will not engage in illegal legislative or political action, is not for profit and a provision for distribution of the organization's assets in case it is dissolved. You can find an example of a Florida non-profit's Articles of Incorporation on the Division of Corporations website. (See Resources.)

5. Get an Employer Identification Number (EIN) from the Internal Revenue Service (IRS) for tax reporting and filing purposes by filing IRS Form SS-4, available on the IRS website. Inform the IRS and the State of Florida when you hire a new employee. Find more information about reporting new hires in Florida online at the Florida New Hire Reporting website. Request an EIN online from the IRS website.

6. Draft bylaws, which establish how the the non-profit will be run and who will manage it. Your bylaws will determine who has authority, their authority's boundaries and how they will carry out that authority. Also consider writing a Conflict of Interest Policy that will state that the board officers and members and those close to them will not benefit from the non-profit's activities. This helps assure potential future donors that your organization will handle funding money responsibly. You are not required to submit a copy of your bylaws to the Secretary of State, but you must have a copy on hand at your place of business.

7. Hold the first board meeting. Adopt the Articles of Incorporation, elect officers and committee chairpersons, adopt bylaws, create a corporate bank account and set the budget for the fiscal year.

8. Register your non-profit with the Division of Consumer Services if you plan to do public fund-raising in Florida. Register with the Florida Department of Revenue at the Department's website online. Check the Department of Revenue's website for its Start-up Kit for New Business Owners for more business tax forms and information. Your non-profit organization may be eligible for property tax exemption. Check with your local tax assessor for more information.

9. File IRS Form 1023 and Form 1120: Florida Corporate Income/Franchise and Emergency Excise Tax Return with the Florida Department of Revenue. Submit your federal tax exemption letter when you file Form 1120. File Form DR5: Application for a Consumer's Certificate of Exemption with the Florida Department of Revenue for state sales tax exemption.

References

• Free Management Library: Basics of Developing Mission, Vision and Values Statements
• Citizen Media Law Project: Forming a Nonprofit Corporation in Florida
• Citizen Media Law Project: Articles of Incorporation for Nonprofits
• Foundation Center: Establishing a Nonprofit
• Citizen Media Law Project: Forming a Nonprofit Corporation

Resources

• Division of Corporations: Instructions for Not for Profit Articles of Incorporation
• Florida New Hire Reporting Center
• American Bar Association: Pro Bono and Public Service
• Citizen Media Law Project