How to Start a Nonprofit Organization in Florida: Everything You Need to Know
If the question of how to start a nonprofit organization in Florida is one you have asked yourself, this article may be helpful. 9 min read
2. What is a 501(c)(3)?
3. How to Start a Florida Nonprofit Corporation
4. Reminders for Starting a Nonprofit Organization in Florida
5. Articles of Incorporation Instructions (Florida Nonprofits)
Updated July 31, 2020:
How to Start a Nonprofit Organization in Florida
If the question of how to start a nonprofit organization in Florida is one you have asked yourself, this article may be helpful. A nonprofit organization is an entity that aims to further a cause, usually for the public good, without attempting to bring profit to those who work for it. As such, they are very popular with those who desire to help people in their community or the world at large. Such organizations come in many types—educational, religious, animal welfare, human-service, and more, but what makes them all similar is an aim to help others and benefit their community.
The National Center for Charitable Statistics states that Florida had more than 70,000 nonprofit organizations in 2012. To learn more about such organizations and how to create one, the following resources may be useful:
- The University of Florida Nonprofit Organizational Leadership. This is an informational storehouse for tax forms, courses, grant writing, competencies, skills, statistics, news, and more.
- The Florida Association of Nonprofit Organizations. This is Florida's network of nonprofits, which hosts a yearly conference on building capacity and also provides start-up kits and a certificate program in nonprofit management.
- The Nonprofit Center of Northeast Florida. They work to provide nonprofit leadership, enhance the public’s understanding, and facilitate collective community action.
What is a 501(c)(3)?
Florida recognizes many kinds of nonprofits, including educational, charitable, educational, scientific, religious, and veterans’ organizations. The majority of nonprofits are 501(c)(3) corporations, which are formed for charitable, religious, literary, educational, or scientific purposes and are eligible for state and federal tax exemptions. To start a 501(c)(3), first, you must form a Florida corporation, then apply for tax-exempt status from the State of Florida and the IRS. 501(c)(3) corporations are federally tax exempt, but incorporators of them are required to file Form 1023, an Application for Recognition of Exemption, with the IRS.
How to Start a Florida Nonprofit Corporation
When you are starting a Florida nonprofit, it is a good idea to do a little research first. You should first be sure the group you wish to start provides a needed service to the community and that no organization is already providing it. If such an organization already exists, consider joining them to work together, as it may be more impactful in the community and better use of existing resources. Also, realize that starting a nonprofit demands a large amount of effort and time. If autonomy, control, and independent corporate governance are important, pursuing the status of nonprofit may not be the best course of action.
Pick a Name
Once you have determined the needs of you and your community, a quick search should be conducted to see if the name you desire for your organization is available in the Division’s web record. The name of your organization not only establishes its brand but is also needed for state incorporation. This name may not be shared by another registered organization in the state, so you should be certain the one you have in mind is free and meets the state’s requirements. Also, be sure to choose your initial directors ahead of time, as they must be listed in your articles of incorporation.
Sign Articles of Incorporation
After this, an incorporator must sign the Articles of Incorporation. Incorporation creates a distinct legal entity and forms a layer of legal protection between the corporation and its members. No less than one incorporator will be needed to do this, but there can be more. The incorporator must sign the articles, and a registered agent, in turn, must sign their consent to act as an agent for service of process. The incorporator must type their name in the signature block, and pursuant to s.15.16, F.S., that electronic signature has the same legal weight as an original signature.
Choose a Registered Agent
After incorporation, a registered agent should be chosen. Registered agents receive legal papers and give secure access to them through your internet account. They can either be a person or a business entity with an active Florida filing or registration. If you file online, the registered agent or representative of the agent is required to type their name in the signature block. That signature is also as legally binding as a real signature, so to type another’s name without permission is considered forgery under s.831.06, F.S.
Submit Articles of Incorporation
Following this, you should identify three unrelated individuals to meet IRS requirements, so you won’t have to make later amendments or risk rejection of your 501(c)(3) application. Then you should submit the Articles of Incorporation ( Not for Profit) in duplicate with the Florida Department of State, Division of Corporations. This straightforward form can be delivered with the filing fee by mail or in person, although the preferred method is an online submission. If you choose not to submit online, the Cover Letter should be included. If you wish to fax the file, you must start a SUNBIZ electronic filing account with the department. Your corporation’s existence begins the day the Division of Corporations receives and files your Articles unless those Articles specify an acceptable alternate “effective” date.
Hold an Organizational Meeting of the Board
After filing the Florida Articles of Incorporation, you must then oversee a meeting of your organization to finalize your Florida nonprofit bylaws. This board meeting is usually referred to as the organizational meeting of the board. The board should take such actions as approving the bylaws, drafting a mission statement, appointing officers, setting an accounting period and tax year, and approving initial transactions of the corporation, such as the opening of a corporate bank account. The governing body of your nonprofit is made up of directors, who are also stakeholders in the nonprofit’s success and purpose.
Get an EIN
Getting an Employer Identification Number (EIN) number from the IRS is also necessary to start a nonprofit. An EIN is a unique, nine-digit number given by the IRS to identify your nonprofit, and it is needed to apply for 501(c)(3) status, open a bank account, and send 990 returns to the IRS.
Apply for Tax Exemption
If you desire your nonprofit to be tax-exempt in Florida, then you need to apply to the IRS for that. When your exemption has been received, you must call or send a notice to the Florida Department of Revenue declaring your 501(c)(3) status to be removed from the tax roles. If you make a fraudulent claim, you will probably have to pay restitution, as well as face time in prison.
Register and Renew with the Division of Consumer Services
If your nonprofit is a charitable organization in Florida, you must renew and register annually with the Florida Department of Agriculture, Division of Consumer Services. When you meet to finalize the incorporation of a Florida nonprofit, be certain to choose who will be the initial directors. Choose who will front the initial start-up expenses and fees, and when and if the nonprofit will reimburse people. Also, be sure to choose someone to file the nonprofit paperwork.
Apply for Licenses and Permits
Finally, other business licenses and permits may have to be obtained. For help with this, you can access resources like the Small Business Administration Business License & Permit Look-Up Tool and search by your business type and locality. Florida requires a business or occupational license, which is a local business tax receipt issued yearly by the county government. The Florida Non-Profit Formation Agency address is Division of Corporations, P.O. Box 6327, Tallahassee, FL 32314 or Clifton Building, 2661 Executive Center Circle, Tallahassee, FL 32301.
Reminders for Starting a Nonprofit Organization in Florida
File for Articles of Incorporation
There is a $79 fee for filing for the Articles of Incorporation in Florida. The Florida Department of State will take credit card, check, or money order for this, and the processing time is usually around 10 days. Filing online shortens this process to one to three days. If you choose to incorporate between Oct. 1 and Dec. 31st, but don’t intend to do business until the following calendar year, putting Jan.1 as your effective date will free you from the need to file an annual report form for the upcoming year.
Register a Corporate Name
Florida nonprofit names are required to end in “Incorporated,” “Inc,” “Corporation,” or “Corp.” Ending them in “Co or “Company” is not allowed. Do not use or assume the name is approved until you receive your filing acknowledgment from the Division of Corporations.
Also, the name of your nonprofit corporation cannot be identical to the name of another nonprofit corporation registered with the Florida Department of State. In Florida, a specific description of the organization’s activities and purpose is also desired. If you intend to apply for 501(c)(3) status, then an extra page for the necessary IRS tax-exempt language will have to be attached, because the form in Florida does not provide enough space for the whole text.
Benefits of Nonprofit Status
As a 501(c)(3) nonprofit, you can make grant applications and accept donations, be exempt from federal corporate income tax, and limit the liability of your organization’s officers and directors. You will gain credibility and legitimacy for your cause, instilling the public with confidence in your organization.
Bring the Registered Agent Onboard
The registered agent is required to sign to accept the position. A registered agent is responsible for receiving legal notices on behalf of your organization. This agent must have a physical street address in the state and maintain an office that is open during regular business hours. No one can serve as their own registered agent. However, an individual or principal associated with the business may serve as one.
File an Annual Report Online
Every corporation needs to file an annual report to keep its “active” status in Florida records. This annual report does not function as a financial statement; merely updates or confirms the organization’s information in Florida’s records. The fee for filing is $61.25, and this is due May 1. Charities renew on their anniversary for a $10 to $400 fee, depending on their revenue.
Register for Fundraising
If your charity plans to do fundraising, you must become registered with the Florida Department of Agriculture, Division of Consumer Services first. Some states will also require you to publish your articles of incorporation; in doing so, be mindful of any deadlines and publishing instructions.
Create and Adopt a Conflict of Interest Policy
A conflict of interest occurs when a person in a key position in your nonprofit has competing interests and is making choices that could benefit them to the detriment of the organization. The interest of the organization should be prioritized, and personal interests should be taken out of consideration. Your organization should have a concrete policy on how to deal with this if it should occur.
Be Aware of Gambling and Gaming Laws
Gambling and gaming is another aspect you may have to consider while running a nonprofit if you should use it in your organization. In Florida, bingos, raffles, and other charitable games are regulated by the 2012 Florida Statutes—Chapter 849: Gambling. Gambling and gaming in Florida are complex—oversight varies based on the game and location where it is held.
Create a Corporate Records Binder
A corporate records binder should be set up for your nonprofit to hold important documents such as articles of incorporation, minutes of meetings, and bylaws. Property or assets belong to the corporation. Should lawsuits or creditor claims occur, only those assets are vulnerable, not the personal property of officers, trustees, or managers.
Request a Certificate of Status
A certificate of status verifies the existence and status of the corporation and certifies the corporation has paid all fees due from it as of a certain date. The fee for this is $8.75.
File Your Form 1023 Federal Tax Exemption Application
This IRS form asks for extensive information about your nonprofit, including its finances, history, governance policies, organizational structure, activities, operations, and more. Smaller nonprofits may be allowed to file Form 1023-EZ, which is the Streamlined Application for Recognition of Exemption in accordance with Section 501(c)(3) of the Internal Revenue Code. Only smaller nonprofits—ones that have projected annual gross receipts below $50,000 and total assets below $250,000—can use the streamlined 1023-EZ form. Sales tax exemption in Florida can be gained by filing Form DR5, Application for a Consumer's Certificate of Exemption, with the Department of Revenue.
Articles of Incorporation Instructions (Florida Nonprofits)
In order to incorporate a Florida nonprofit corporation pursuant to s.617.0202, F.S. with the minimum requirements for filing Articles of Incorporation, you may still have to include additional items that apply specifically to your situation. Thus, the Division of Corporations highly recommends that you have all your documents reviewed by legal counsel before submission. However, the Division of Corporations is a ministerial filing agency; it cannot provide any accounting, legal, or tax advice. The articles of organization must include basic information such as your nonprofit's name and street address, your nonprofit's specific purpose (not a general-purpose statement), the manner in which the directors are elected and appointed, and the name and street address in Florida of your registered agent.
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