Nonprofit Corporation Articles of Incorporation are fundamental documents required when establishing a nonprofit organization in the United States. They serve as the charter document that brings the nonprofit into legal existence and forms the basis for applying for tax-exempt status with the IRS. These articles must comply with both state and federal requirements, particularly if the organization intends to qualify for 501(c)(3) status. The document typically includes the organization's name, purpose, governance structure, and provisions required for tax exemption. It must be filed with the appropriate state agency, usually the Secretary of State's office, and approved before the nonprofit can begin operations.
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1. Article I - Name: Legal name of the nonprofit corporation
2. Article II - Purpose: Statement of nonprofit purpose and activities, including specific charitable, educational, religious, or scientific purposes
3. Article III - Registered Office and Agent: Official address and registered agent information for service of process
4. Article IV - Duration: Period of corporate existence (usually perpetual)
5. Article V - Directors: Initial board of directors information including names and addresses
6. Article VI - Incorporator: Information about the person(s) forming the corporation including names and addresses
1. Article VII - Membership: Details about membership structure, rights, and classes of members if the organization will have members
2. Article VIII - Distribution of Assets Upon Dissolution: Provisions for the distribution of assets upon corporate dissolution to other qualified nonprofit organizations
3. Article IX - Limitations: Specific limitations on activities to ensure compliance with 501(c)(3) requirements and additional restrictions
1. Schedule A - Initial Board of Directors List: Complete list of initial directors with their full names and addresses
2. Schedule B - Consent to Act as Registered Agent: Signed acceptance form from the designated registered agent
3. Schedule C - Corporate Bylaws: Detailed rules for corporate governance including procedures for meetings, voting, and officer duties
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