How to Form a Nonprofit Corporation in Pennsylvania

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) Secure Nonprofit Name

Choose a Business NameTo secure and register your brand name it must be unique, and shouldn’t contain any restricted wording. To check for naming conflicts, conduct a business entity search through the state. For more specific information, read through the Pennsylvania Naming Statutes.

If needed, you can reserve your name with the PA Department of State. (Otherwise, your name will become official when you file Articles of Incorporation in Step 5.)

Filing Fee: $70

Quick Note: Before you commit 100% to a name, you may want to check that there’s a decent URL available for your organization. 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 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 folks to find you!

Step 2) Appoint A Registered Agent

Choose a Registered AgentWhen starting a nonprofit, you are required to designate a registered agent to handle official documents on behalf of your organization. They must be a resident of Pennsylvania, or a business entity registered to do business in the state.

Either way, they must have a physical PA address where they’re available during normal business hours (Monday through Friday, 9 am to 5 pm).

You can designate a registered agent by electing someone within your company, hiring an outside professional, or forming your nonprofit through a service like IncFile to get a registered agent free of charge for one year.

Step 3) Select Incorporator(s) & Directors

Choose the Initial DirectorsNow it’s time to select your nonprofit’s incorporators and directors. An incorporator is an individual responsible for “executing” the Articles of Incorporation with the state (Step 5). Pretty simple — the only real requirement is that they’re over 18 years of age.

Directors, on the other hand, have far more responsibility. For now, recruit at least 1 reliable individual to act as a temporary director. They’ll oversee the organization until you vote in permanent board members (Step 7).

This is where the process can get complex and heavy with corporate formalities, so it’s a good idea to work with a nonprofit lawyer or incorporation service to help guide you and your team. (This Handbook for Charitable Nonprofit Organizations from the PA Attorney General is also a great resource.)

Step 4) Draft Nonprofit Bylaws

Register an LLCBylaws are the rules and regulations that determine how your nonprofit will be governed and managed. Without bylaws, your nonprofit will be subject to the default rules and statutes set by the state, which may not suit the circumstances of your organization at all.

Common nonprofit bylaw topics include:

  • Outline of management, procedures and responsibilities of the board
  • What decisions can/cannot be made without a formal meeting
  • How to go about adding/amending bylaws
  • How to handle assets upon dissolution

To get started on drafting your nonprofit bylaws, consider using one of our top-recommended corporate bylaws templates!

Step 5) File Articles Of Incorporation

Business LicensesOnce you and your team decide it’s time to officially form the nonprofit corporation, you’ll need to file nonprofit Articles of Incorporation with the state.

Download the Articles of Incorporation and fill them out with great attention to detail. Once you’re through, you can submit them by mail to the address provided on the form. Some of the information you’ll need to disclose includes:

  • The nonprofit name, type, duration of existence, and statement of purpose
  • Complete names & addresses of registered agent and incorporators
  • Any specific provisions/bylaws set forth as part of the internal operations of your organization
  • A stipulation of apportioning assets to any 501(c)(3) upon termination of the organization

In addition to the filing fee, they also request that you include all of the following:

  1. One copy of a completed form DSCB:15-134A (Docketing Statement)
  2. Any necessary copies of form DSCB:19-17.2 (Consent to Appropriation of Name)
  3. Any necessary governmental approvals

Publication of notice of filing the Articles of Incorporation in two newspapers is also required. For details, see the PA provisions on advertising.

Filing Fee: $125

Step 6) Start A Corporate Records Book

File Annual Reports & Publication RequirementsWhile not required by law, this is a very common practice among both nonprofit and for-profit corporations. Your corporate records book is where you’ll keep all critical documents (including registration papers, licenses and permits, meeting minutes, etc.) to ensure you’re well-organized and fully compliant.

You can find a sufficient records binder at a nearby office supply store or on Amazon, but we’re huge fans of corporate kits, which include gorgeous branded pieces like an engraved binder and embossing seal!

Step 7) Conduct Initial Meeting

Hold a Meeting with Your Board of DirectorsNow it’s time to sit down with your initial directors and conduct an organizational meeting. The meeting agenda should look something like this:

  • Appoint critical officers
  • Decide on procedure for approving/amending bylaws
  • Establish a tax year and accounting period
  • Approve initial transactions, committees, etc.

Don’t forget to record “minutes” of the meeting and have it signed by all attending directors, too. Here’s a corporate minutes template to help you get the ball rolling.

These are the basics, but depending on the nature of your nonprofit (and how many members/directors are at the meeting) there could be a lot more to discuss. This is a huge step in the right direction though, so make time to celebrate!

Step 8) Get An EIN

Get an EIN for Your LLCAn EIN, or Employer Identification Number, is required by both state and federal governments for essentially the same reason individuals are required to have SSNs.

The nine-digit number will be used to track your organization’s financial activity, and make it possible to open a business bank account and hire paid employees. Pretty much every major transaction your nonprofit engages in will require an EIN.

That said, you can get one easily and free of charge by applying online through the IRS Website.