Forming a Nonprofit Corporation in Florida

Here are the steps to form a nonprofit corporation in Florida. You should read this page in conjunction with the general section on forming a nonprofit corporation, which has additional steps listed that are applicable to all states. You should also familiarize yourself with chapter 617 of the Florida Statutes (abbreviated as "Fla. Stat.") and with the Florida Department of State's Division of Corporations.


1. Choose a business name and check for availability

  • Your nonprofit's name may not be the same as, or deceptively similar to, other corporate names on file with the Secretary of State (limited exceptions apply).
  • The name must contain the terms "corporation," "incorporated," or their abbreviations, but not the term "company."


2. Recruit and/or appoint directors

  • You must have at least three directors, age eighteen or older, for your nonprofit corporation.
  • Directors do not have to reside within Florida, nor do they have to be of a certain age.


3. Incorporate your Nonprofit Organization

You should read the general section on forming a nonprofit corporation in tandem with the steps outlined here.

a. Prepare and file articles of incorporation with the Secretary of State
  • Click here to view a sample article of incorporation for a Florida nonprofit corporation.
  • The filing fee is $35; the Designation of Registered Agent fee is $35.
  • Note that you must file an Annual Report with the Division of Corporations one year after your date of incorporation.
b. Create the bylaws
  • There are no set criteria for the content of bylaws, but they typically set forth internal rules and procedures.
  • You are not required to file bylaws with the Secretary of State, but you must keep a copy at the nonprofit corporation's principal place of business.
c. Hold an organizational meeting
d. Create a Records Book
  • You will need a records book to store important documents concerning your nonprofit corporation.


4. Get your Employer Identification Number

Whenever you hire an employee in Florida, you must inform both the IRS and the State of Florida.

a. Federal
  • Request an Employer Identification Number ("EIN") from the IRS. This can be done via an online application.
  • The IRS details all of the necessary steps to complete, including verifying work eligibility and withholding allowances certificates, in Hiring Employees.
b. State


5. Register with state offices

a. Division of Consumer Services
  • If you intend to solicit contributions from Florida public, you must register with the Division of Consumer Services annually.
b. Department of Revenue
  • The Florida Department of Revenue has compiled a Start-Up Kit for New Business Owners that includes tax forms and brochures for each type of tax for which you will be responsible.


6. Apply for tax exemptions

All business entities are taxed in a variety of different ways. Once you've incorporated as a nonprofit corporation, you can start applying for tax exemptions.

a. Federal
  • The IRS lists a series of questions to help you determine whether your organization is eligible for federal tax exemption.
b. State
c. Local
 

Last updated on January 31st, 2008

   
 
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