Archive:Todo:Incorporation

For reference:


 * Federal law regarding tax exemption: Title 26 (Internal Revenue Code), Subtitle A, Chapter 1, Subchapter F, Part I
 * Florida law regarding non-profit organizations: Chapter 617
 * Florida law regarding solicitation of contributions: Chapter 496
 * Florida law regarding tax exemption: Chapter 212 212(7)(p) - 501(c)(3) groups exempt from state sales & use tax

Incorporate
Done 2005-05-24 

Apply for Federal Employee ID
Done 2005-05-31: 42-1670384 

Corporate checking account
Done 2005-06-15

P.O. Box
Done 2005-06-25

P.O. Box 140657 Gainesville, FL 32614-0657

PayPal account

 * PayPal
 * Done 2005-06-15

Register for state taxes

 * 
 * Done 2005-09-05: 05090542071

Accept donations

 * (?) Register solicitation w/ state of Florida

Business plan and budget

 * Budget
 * Registration fees for Web sites
 * Banking expenses
 * P.O. Box fees
 * Annual filing expenses
 * Merchandise

File for tax exemption

 * Federal: 501(c)(3) IRS info
 * State: 212(7)(p) Form DR-5

Non-profit mailing discount

 * 
 * 

Email Dumps
Here's a dump of all the emails we've received. I've removed the specific people's names to respect their privacy. Also please remember that none of this is official legal advice (as our CC contact said). It is friendly advice. Consider it as not coming with a 'warranty' until they actually tell us it does. - Abhay

EFF
Here are some links that may be helpful as you explore your options. And, please feel free to give me a call to discuss more in detail. I would strongly suggest that you file your application in a state where you have an office, and that you find a fiscal sponsor who can work with you during the filing process.

Links regarding establishing a nonprofit, lobbying rules, etc.:


 * Silk Law
 * Mapnp
 * Charity Channel
 * Board Source
 * Genie.org
 * IRS Charities

Creative Commons
This isn't legal advice, just some general information

I'm not familiar with Florida law and can't tell you what advantages or disadvantages it offers. One thing to look at are the annual reporting requirements, including whether or not the charity must have its financial statements audited or not. An audit is extremely expensive. Increasingly, states are requiring audits for charities, generally through the Attorney General's office. You may want to look around for one that doesn't require them until your revenues are higher. If you are going to actually have an active office in a particular state, it may be most efficient to incorporate there to avoid having to file reports in two different locations. See for some pointers.

The major limits on lobbying by nonprofits are in the tax code. Any company can be a nonprofit, but it is far more important is to be a _tax exempt charity_ so that donations are tax deductible for the donor. In order to receive the advantages of tax exemption, a charity must be involved in one of a specific set of activities and must not engage in certain types of lobbying efforts. Some types of lobbying are permitted, if the organization makes a specific election for that purpose. See the handy explanation on the IRS site at.

Most charities are regular corporations. The bylaws can require annual elections for directors and officers. If you will have a large organization, you definitely want to protect the board members from liability. LLCs are designed primarily for partnership situations and S corps are largely for small, often family-owned businesses. LLCs and S corps are designed to, among other things, reduce the tax burden on smaller organizations, but since a charity can be tax-exempt, you really don't have to concern yourself with that.

Think of the process in this way: first you have to establish a legally recognized organization (that's what incorporation does and it is usually done through the secretary of state's office). Then, you have to seek an IRS tax exemption so that donations will be tax deductible. Then, you actually have to start soliciting donations. Most states will have some rules about public solicitation within their borders, so you have to check each of those states (and most certainly in the state where you have incorporated) for solicitation registration rules and requirements. Often, this is something that the attorney general will oversee. This kind of registration and reporting may be required on an annual basis.

My advice would be to look on the state's corporation department website and see if they have a user-friendly guide to the incorporation process in that state. Also look at the attorney general's department to see what obligations they impose on charities. Florida's Department of State page is at and information about its charity solicitation rules is at.

You might look around for a large law firm that might be willing to help you with incorporation on a pro bono basis. They can't do that for profit-making organizations, but they are often looking for nonprofits in interesting fields so that their younger associates can learn from the experience. You might look to a firm with a large technology or intellectual property practice that would be intrigued by your mission.

Good luck. Let me know if I can be of further help.

Public Knowledge
Phone Call after June 1