How to Form a Nonprofit Corporation in Florida

How to Use this Guide

To form a nonprofit corporation follow the steps below or have a professional service handle the paperwork for you:

– IncFile ($49 + state fee) for basic & quick nonprofit formation.

– LegalZoom ($99 + state fee) for the most well-known service available.

Step 1) Verify & Choose A Name For Your Nonprofit

Choose a Business NameFirst things first, you’ll need to choose the perfect name to represent your nonprofit. Your organization’s name should:

  • Be distinguishable from any existing business or organization in Florida. Essentially, this means that your nonprofit cannot have the same name as any other entity that’s registered in Florida.
  • Include one of the following suffixes, depending on the nature of the nonprofit: Corporation, Incorporated, Corp, Inc, Cooperative or Co-op.

Feel free to check out Florida’s nonprofit corporation name statutes for more details.

Keep in mind that your nonprofit’s name is the first big branding decision you’ll make for the organization, so we recommend thinking long and hard on exactly what you want your brand name to communicate. Decide on a name that represents your organization’s central message and will attract other individuals who have a passion your cause!

 

What To Do:

To find out whether or not your desired brand name is available, run a quick entity name search here.

Quick Note: Before you commit 100% to a name, you may also want to check that there’s a decent URL available for your business. Use WEEBLY to search your options. If there’s a quality domain name for purchase, we advise buying it right away. Even if launching a business website isn’t on your radar right now, it’s going to be soon, and you might as well nail down a domain name that’ll make it easy for customers to find you!

Step 2) Appoint A Registered Agent & Initial Directors

Choose a Registered AgentBefore you can file your Articles of Incorporation, you’ll need to choose a registered agent. Your registered agent may be an individual who’s a resident of Florida, or a business that’s registered to operate in the state. They’ll be in charge of receiving important legal documents on your behalf, including tax forms and service of process notices.

You may choose to act as your own registered agent in Florida, but there are a few things to think about before committing to this responsibility. For example:

  • You’ll need to maintain normal (M-F, 9-5) business hours at your work or home address.
  • If you work from home, you’ll be making your personal address public.
  • You may risk being served in front of family, friends or customers.

This is also a good time to nail down your initial board of directors, since their names will be requested on your Articles of Incorporation. Florida requires you to appoint at least three directors and/or corporate officers. Technically, you may wait to appoint your directors, but amending the Articles of Incorporation costs an extra fee — so it’s a good idea to get it out of the way at the original time of filing.

 

What To Do:

When choosing directors, your priority should be finding people who share a passion for your mission and have some degree of business experience. Your board of directors may change over time, but it’s important to have reliable, dedicated individuals working on the organization in its early stages.

Have a quick read through our guide if you’re considering acting as your own registered agent. It’s important that you fully understand what’s legally required of you before signing up for this task. On the other hand, if you’d prefer to go the third-party professional route, we’d recommend IncFile’s registered agent services. They include a year free in their incorporation package!

Step 3) File Articles Of Incorporation

Business LicensesThis is a huge step for your organization — once you’ve filed the Articles of Incorporation you’ll be officially recognized as a Florida nonprofit corporation.

Florida’s nonprofit Articles of Incorporation will ask you to provide:

  • The organization’s full corporate name (including suffix)
  • The purpose of the organization
  • The principal street address (and mailing address, if different)
  • The incorporator’s name and address
  • The names, titles and addresses of your directors/officers (minimum three)
  • Your registered agent’s name, street address and signature
  • Effective date

…and a few other pieces of information about your nonprofit.

 

What To Do:

You may choose to file online or on paper depending on your personal preference. Once everything has been properly filled out, simply submit the online form or mail your document to the following address:

Department of State

Division of Corporations

P.O. Box 6327

Tallahassee, FL 32314

Whichever route you choose, you’ll have to take care of the $70.00 filing fee.

Step 4) Get An EIN

Get an EIN for Your BusinessNow that you’ve filed your Articles of Incorporation, it’s time to get an EIN. An EIN, or Employer Identification Number, is used by the federal government to track your organization’s financial activity.

I definitely recommend getting your EIN before making any major financial moves. It’s a  requirement for setting up a business bank account and filling out most IRS forms, so plan ahead and get this taken care of promptly.

 

What To Do:

The good news is the application process is fairly hassle-free. All you need to do is head over to the IRS website and fill out their online application. It’s completely free and you’ll get your identification number as soon as you’ve filled out all of the required fields.

We recommend the online option most because of its efficiency, but if this approach doesn’t suit you, we’ve outline others in our EIN guide.

Step 5) Meet With Directors & Discuss Bylaws

Choose the Initial DirectorsNow it’s time to schedule your first meeting with your board of directors. This organizational meeting represents a turning point for your organization, where you and your directors have the opportunity to really tailor-make your nonprofit.

You should plan on discussing pretty much every aspect of how the organization will be run, including:

  • Each director’s title and duties
  • The length of directors’ terms
  • How often the board will meet
  • Conditions for adding/amending bylaws
  • What decisions can be made with/without a meeting
  • Your banking resolution

During this meeting, you should also record your first meeting minutes and spend a substantial amount of time constructing your nonprofit bylaws. Your bylaws will serve as the primary governing document of the organization!

 

What To Do:

You’re about to make a number of significant decisions for your nonprofit, so don’t go into this meeting unprepared. Do some research on what should be included in your nonprofit bylaws, as well as how to record meeting minutes. Taking advantage of nonprofit meeting minute and bylaw templates is a great way to start your research, as they’ll give you an idea of the key topics to address.

Step 6) Start A Corporate Records Book

File Annual Reports & Publication RequirementsAt this point you’ve acquired a number of important documents, and it’s time to create a safe place to store them. While having a corporate records book isn’t a legal requirement, it’s essential that you have a safe, organized place to house things like your:

  • Articles of Incorporation
  • EIN
  • Tax forms
  • Nonprofit bylaws
  • Meeting minutes
  • Banking resolution

… and any other essential documents you can’t risk losing.

If you’re looking for a basic approach, you may choose to opt for a simple binder designated for your nonprofit’s records. On the other hand, you may want to invest in a full-on nonprofit corporate kit. Most corporate kits include things like a custom seal, membership certificates, printed bylaws, and some other unique pieces.

 

What To Do:

It’s totally possible to find a sufficient corporate records binder at a local office supply store. However, if you’re considering a professional corporate kit, you might want to take a look at Blumberg or Bindertek’s products. They have options specifically for nonprofit corporations!