How to File the Certificate of Formation for a Alabama Nonprofit

Last Updated: May 12, 2023 By TRUiC Team

Filing the Certificate of Formation is a critical step in starting a 501(c)(3) Nonprofit in Alabama. Whether you have been running a charity for a while or are just starting out, your nonprofit organization will need to fill out the Certificate of Formation and file them with the State of Alabama. This will allow you to file for 501(c)(3) status and reap the benefits of having an official 501(c)(3) nonprofit.

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Starting a 501(c)(3) nonprofit in Alabama is easy, just follow these easy steps to file the Alabama Certificate of Formation:

If you are starting a 501(c)(3) nonprofit in Alabama, you have come to the right place. After reading the comprehensive guide for Alabama nonprofit formation, follow this guide to file the Alabama Certificate of Formation with the Secretary of State.

What is covered in this guide:

Information you will need to file the Alabama Certificate of Formation
How to file the Alabama Certificate of Formation
Alabama Nonprofit Formation FAQ

Information you will need to file the Alabama Certificate of Formation

To become a nonprofit corporation in Alabama you must file the Certificate of Formation for domestic nonprofit corporations.

NOTE: Your organization must already have the Certificate of Name Reservation before you can file the Certificate of Formation.

Here are the sections that you will need to complete.

Section 1: Entity Name

Enter the name you have selected.

For help with selecting a name for your nonprofit read our comprehensive guide on how to name an Alabama nonprofit.

Section 2: Name Reservation

Make sure you attach your Certificate of Name Reservation. If filing online, you can reserve your name at the time of formation. Those that plan to file by mail must submit their reservation at least two weeks prior to formation.

Section 3: Membership

Select the appropriate box depending on whether or not your nonprofit corporation plans to have members.

Name and Address

Include the name and complete address for the person who prepared the form.

Section 4: Principal Office

Include the street address of the principal office of your nonprofit. If your nonprofit will have a different mailing address, enter that information in the 2nd section.

Section 5: Registered Agent

The registered agent can be any entity registered to do business in Alabama or any person who is a resident of the state. Your organization cannot act as its own registered agent.

Any person you designate as the registered agent must have explicitly consented to act as the registered agent for your organization even though you do not need to include proof of consent with your Certificate of Formation.

Enter the information of the registered agent you have selected.

For more information read our guide: What is a registered agent? and The Alabama Registered Agent Guide.

Section 6: Registered Agent’s Office

Provide the street address of your registered agent’s office. If your registered agent has a different mailing address, enter that information in the 2nd section.

Section 7: Purpose

Describe the purpose of your nonprofit organization.

In order to qualify for 501(c)(3) status, the organization’s purpose must explicitly be limited to one or more of the following:

Charitable
Religious
Educational
Scientific
Literary
Testing for public safety
Fostering national/international amateur sports competition
Preventing cruelty to animals/children

Section 8: Duration

Most organizations are started with no end date in mind.

Your nonprofit’s period of duration will be considered perpetual. Unless you attach specific provisions that state otherwise.

Section 9: Incorporator(s)

The incorporator is the person who completes, signs, and submits the certification of formation. This person does not need to be a part of your organization. This can be you or a lawyer helping you with the process of formation. Enter the name and mailing address for each incorporator and attach additional pages if necessary.

Section 10: Directors

At least 3 directors will need to be named.

When filling the form do not use any prefixes such as “Mr.” or “Ms.” and only use the suffix box for titles of lineage such as ‘Jr.’, ‘Sr.’, or ‘III’ but not for designations such as M.D. or Ph.D.

Enter the information of the directors selected.

Section 11: Change of Directors

Unless an attachment to this Certificate of Formation provides that a change in the number of directors shall be made only by amendment to the Certificate of Formation, a change in the number of directors made by amendment to the bylaws shall be controlling. In all other cases, whenever a provision of the Certificate of Formation is inconsistent with a bylaw, the provision of the Certificate of Formation shall be controlling.

Supplemental Provisions/Information

Check the box and add additional provisions as necessary.

If you wish to apply for 501(c)(3) status, you must include a provision to formally state what the assets of the organization will be used for, and what will happen to the assets if the organization is dissolved.

To be eligible for 501(c)(3) status, you must convince the IRS that the organization’s assets will always only be used for the purposes approved under 501(c)(3) rules. To this end, you must include provisions ensuring that in the event your organization is dissolved, the assets of the organization will be used towards tax-exempt purposes.

Section 5 of this sample document provides an example of these provisions required for 501(c)(3) eligibility.

Signatures

When you sign and date the form you are affirming everything written in the form. You are also affirming that the registered agent listed has already consented to be the registered agent for this nonprofit organization.