Starting A Nonprofit Organization Guide
Starting A Nonprofit Organization Guide
Starting A Nonprofit Organization Guide
2013 Edition
ABOUT 501 COMMONS
501 Commons is a nonprofit organization that provides consulting, facilitation, and management
support services to other nonprofits / community organizations, schools, and government offices
in Washington State.
We offer services, programs, and resources in each of the five Elements of a Healthy Nonprofit:
Services are provided by staff consultants and our network of 450+ Service Corps members –
skilled professionals who volunteer their time and expertise. Some Service Corps members have
experience as senior managers or executives in the business sector, and most have worked in the
nonprofit sector as professional consultants, executive directors, program managers, or board
leaders.
To learn more about 501 Commons and our work, visit us online at www.501commons.org.
501 Commons does not endorse any product, service, or other resource listed or linked to in this guide,
and we encourages potential nonprofits or organizers to contact a lawyer familiar with nonprofit law.
We wish you the best of luck in forming a nonprofit, should you choose to that route.
JAPANESE PROVERB
Many people consider forming a nonprofit because they see a problem that they believe they
could address. Or they have an idea about a product or a service that would benefit people or the
community. In this way, starting a nonprofit organization is just like starting a for-profit
business. You have to have a good product and there has to be a “market” or a need for that
product.
Read through this handbook so that you have a good idea of what is involved in starting a
nonprofit. This document contains numerous links to online resources. For printed reference
materials, we recommend The Nonprofit Handbook by Gary M. Grobman, Starting and Building
a Nonprofit: a Practical Guide by Peri H. Pakroo, and How to Form a Nonprofit Corporation by
Anthony Mancuso.
You need to determine if your idea is best executed through a for-profit business or a nonprofit
organization. Starting a nonprofit has all the requirements of starting a business plus additional
requirements, particularly if you want to be able to accept tax-deductible donations as a tax-
exempt organization (for a helpful comparison, go to http://nccs.urban.org/faq/).
In a for-profit organization, the owners, or the people who represent the owners (for example, the
board of directors), can decide what they want to do with any net earnings or “profit” generated
by the business. Most for-profits are sole proprietorships, partnerships, limited liability
companies, or corporations.
Nonprofits can – and should – have a “profit” or a surplus of revenues over expenditures. They
need to have some money left over each year to invest in improving the organization and in
protecting the organization in the face of unexpected costs. What makes nonprofits different
from for-profit corporations is that they cannot distribute their profit to the organization’s
members, directors, or officers. The IRS is increasing its oversight of nonprofits to prevent what
is called “private inurement,” which is prohibited in all nonprofits. Private inurement happens
when an insider — an individual who has significant influence over the organization — enters
into an arrangement with the nonprofit and receives benefits, such as a high salary (e.g.,
compensation greater than what she or he provides in return).
A founder of a nonprofit organization must decide whether they are going to be the executive
director or a member of the board. Funders and volunteers may see organizations where leaders
who are in both roles as a personal crusade, rather than an independent nonprofit. Whether you
are the executive director or a member of the board, you give up having control over the
organization, even if you founded it and provided initial funding. Boards hire and fire executive
directors, and a board member must be prepared to share control with an executive director and
with other board members.
A group of people can get together to do something that benefits the community without forming
a nonprofit corporation. If you are not going to ask for or receive donations, collect any income
for the service or product you offer, own property, have a bank account, or hire staff, you could
simply be an informal organization.
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If the activities of your group require you to form a nonprofit corporation, these are some of the
advantages that may be available to your organization:
In the State of Washington, nonprofit arts organizations are exempt from paying sales tax on
expenses directly related to programs, and may apply for an exemption from Seattle Admissions
Tax (5%).
Before setting up a brand new nonprofit, consider if there are established organizations within
the community that serve the same or a related purpose, or target the same population. Explore
partnerships and consider piloting the program through another organization before beginning
any official paperwork. You may be able to advance your ideas much more quickly by working
through an existing organization. Most grant-making organizations will not fund new nonprofits
that are seen as providing a service or addressing an issue that is already within the mission of
existing organizations. Even if you are able to attract start-up funding, it will likely be very
difficult to replace that funding in the early years of the organization. The basic cost of starting a
new organization, if you have a small office and a part-time staff person, is at least $45,000.
Set up interviews with at least four organizations that have a similar or related purpose. Contact
potential donors, the people you want to serve, and community leaders in order to assess if your
mission can best be accomplished through an existing or a new organization.
If you find an existing organization with a purpose similar to the one you are seeking to
establish, consider joining the organization as a volunteer or ask if they would create a program
to carry out your ideas.
You should also consider partnering with an existing organization before going through the
process of setting up a brand-new nonprofit. Such a partnership is called “fiscal sponsorship.” A
sponsoring organization oversees the financial affairs of the sponsored organization and provides
administrative support, as needed. Typically, a portion of the funds raised go to the fiscal sponsor
to offset their costs (e.g., 5-15%). This type of arrangement can reduce your administrative costs
substantially and give you access to professional management services. It can also give you
credibility with funders and potential donors. The activities you want to do need to fit within the
mission and purpose of the sponsoring organization.
A fiscal sponsorship overview, two sample agreements, and a national directory of sponsors can
also be found on our website at http://www.501commons.org/resources/tools-and-best-
practices/starting-a-nonprofit.
A leading fiscal sponsor is Tides in California. For information on the types of organizations that
are eligible to become a project of Tides and general information on fiscal sponsorship, visit
http://www.tides.org/i-want-to/turn-my-vision-ideas-into-a-nonprofit-project/learn-about-fiscal-
sponsorship-at-tides/.
Do not assume that you will get grants to start a nonprofit. Grants are very competitive and are
given to organizations that have a track record, including having raised funds from other sources.
Expect to have to raise all the funds you need for starting up the nonprofit and for the first year
of operations (at least) from contributions you make yourself and money given to you by
individuals you know or approach.
If the organization needs to be a separate legal entity that can own property and have a bank
account, you will need to incorporate with the State of Washington.
STATE REGULATION
There are many types of nonprofits. The rules for each type of nonprofit are slightly (but
sometimes importantly) different. Washington State allows the creation of a nonprofit
corporation “for any lawful purpose.” It is important that you know all of the options for being a
nonprofit and choose the option that matches your organization’s activities. Contact the
Secretary of State’s Office for more information at (800) 332-GIVE (Washington only) or (360)
725-0378; [email protected]; PO Box 40234, Olympia, WA 98504-0234; or
http://www.sos.wa.gov/charities.
In addition to state regulation of nonprofits, the Internal Revenue Service (IRS) administers the
federal tax regulations that apply to nonprofits. The tax status of a nonprofit depends on how the
IRS interprets the nature of the organization and its services.
Tax-exempt nonprofit – Most nonprofits that accept grants and donations from
individuals, businesses, and foundations are nonprofit corporations eligible for tax
exemption under the IRS. The IRS gets involved because corporations are, in general,
required to pay federal corporate income taxes on their net earnings. Before you file with
the IRS to be a tax-exempt organization, you must be incorporated at the state level.
Probably the best known type of nonprofit is the IRS classification of 501(c)(3), a
“charitable nonprofit.” To view various kinds of tax-exempt (Section 501) organizations,
see http://www.irs.gov/publications/p557/ar02.html#en_US_2013_publink10002273.
To obtain information about tax-exempt status, contact the Internal Revenue Service
directly at 1-877-829-5500 or visit their website at this address for more contact
information: http://www.irs.gov/Charities-&-Non-Profits/How-to-Contact-the-Tax-
Exempt-and-Government-Entities-Division. Information on tax-exempt nonprofit status
is included in IRS Publication 557 at www.irs.gov/pub/irs-pdf/p557.pdf.
The following are the specific steps to be taken in order to establish a nonprofit organization that
meets legal requirements.
1. Develop a board of directors. The board must be a minimum of three people, but should be
more, generally 7-12. You will need people with a broad array of skills in fundraising,
accounting, knowledge of your programs, community contacts, etc.
The board should include people not related to the person who will be managing the
organization. Whenever possible, directors should not be relatives or close friends. Having
relatives or close friends on the board will make it more difficult to demonstrate that
decisions were made in an unbiased way and that no board member is personally benefiting
from the organization.
Create a profile or list of characteristics you want in the people on your board of directors.
These characteristics may include certain kinds of expertise, but it is a good idea to consider
personal characteristics, such as how the person works within a group and their experience
on a board as well. United Way of King County has a Board Composition Matrix (Excel
spreadsheet) you can use for this purpose at http://www.uwkc.org/partner-with-
us/nonprofits/governance.
3. Prepare and file the Articles of Incorporation. File Articles of Incorporation with
Washington State’s Secretary of State’s Corporate Division to gain incorporation status. The
form is at http://www.sos.wa.gov/_assets/corps/NonProfitArticles2010.pdf. For nonprofit
corporations, there is no annual corporate license renewal fee, but there is an annual report
fee. Details are at http://www.sos.wa.gov/corps/nonprofitinformation.aspx.
Requirements for Articles of Incorporation under the State Nonprofit Corporation Act are
available at http://apps.leg.wa.gov/RCW/default.aspx?cite=24.03.025. Sample articles of
incorporation and bylaws are available at http://wayfindlegal.org/tools/legal.
4. Apply for a Federal Employer Identification Number (EIN), using Form SS-4, from the
IRS. An EIN number works like a Social Security Number for your organization. The form
and instructions for submitting Form SS-4 are available at http://www.irs.gov/pub/irs-
pdf/fss4.pdf.
5. Prepare the organization’s bylaws. You will need to decide if you are going to be
organized as a membership organization or a non-membership organization. For guidance on
Information about writing bylaws (for members-based and non-member-based groups) and
samples are found at the following sites:
Wayfind: http://wayfindlegal.org/tools/legal
6. Develop a business plan (see Part 4 of this handbook). This process will help you if you
apply to the IRS for tax-exempt status, and it will be the basis for grant applications and
fundraising solicitation.
7. Conduct an initial meeting of the board of directors. Prepare an agenda in advance of the
meeting so that the organization is clear about what it needs to accomplish in the meeting.
8. Apply for nonprofit designation from the IRS. If your organization is likely to qualify,
apply for tax-exempt status at the IRS by following instructions in “Publication 557”
available at http://www.irs.gov/pub/irs-pdf/p557.pdf. Include the processing fee and return
all paperwork to the IRS. Remember: If you expect to collect donations that are tax-
deductible, you need to get IRS approval as both a tax-exempt organizations and as an
organization able to accept tax-deductible contributions. Nonprofit organizations file for
501(c)(3) tax-exemption status using Form 1023 at www.irs.gov/pub/irs-pdf/f1023.pdf.
9. Obtain needed state licenses. Washington State has a “Master Application” that is used to
apply for a state Unified Business Identifier (UBI) number as well as many state licenses. It
is also used to register Trade Names (“Doing Business As,” or dba, names). Before
completing an application, you may want to view business license information and view or
print out the License Fee Sheet at http://www.dol.wa.gov/forms/700032.pdf to help you
determine the fees and forms required for your business. Applications and online
instructions are also available at this site.
You may also contact the State directly if you have regulatory questions: Secretary of State’s
contact information is at http://www.sos.wa.gov/office/Contact-Us.aspx or visit
http://www.sos.wa.gov.
The Charitable Trust registration is separate from the Charitable Solicitations registration.
Any organization that is domiciled in Washington State, has a charitable purpose, and holds
$250,000 or more in assets is required to file a Charitable Trust registration. Some
organizations that do not meet the filing requirement choose to file in order to be included in
the Charitable Trust Directory, an annual publication that lists grantmaking and grantseeking
organizations in Washington State. Information on filing requirements is available at the
Secretary of State website listed above or by calling 1-800-332-GIVE.
11. Obtain a business license from the city in which you are doing business. For example, the
City of Seattle requires all businesses located within the city limits, or who conduct business
within the city limits, to be licensed with them. For the City of Seattle, go to
http://www.seattle.gov. Their online application form and contact information can be found
at http://www.seattle.gov/business-license-tax.
Certain business licenses may require approval through city police, planning, fire, and
building departments. In Seattle, call 206-684-8484 or email [email protected] for
information. A directory of city departments is at http://www.seattle.gov/departments.
12. Meet county licensing requirements. Contact the county(s) you plan to do business in to
get information on any county license requirements.
For King County, licensing with the cities you do business in is sufficient, unless you will
also be doing business in unincorporated King County. Go to
http://www.kingcounty.gov/business/licenses.aspx for more information.
IT.”
In order to give the board, staff, and volunteers of the organization a road map for building a
successful organization, you should develop a business plan for the new organization.
Having a concise business plan will help you respond to questions from the State and the IRS.
Also, a clear business plan becomes an introductory document to distribute to community
leaders, potential board members, staff, and partners in the venture. There are many books and
software programs published that offer ‘how-to’ information for developing a business plan;
some library or online research will lead you to choices that work for your organization.
www.mapnp.org/library/plan_dec/bus_plan/bus_plan.htm
The Community Technology Centers website offers an excellent step-by-step process for
developing a nonprofit business plan at www.ctcnet.org/resources/toc.htm
A sample for-profit plan can be found at:
www.bulletproofbizplans.com/bpsample/Sample_Plan/sample_plan1.html
1. Document the need for the organization – You need to document the need for your
organization by describing the problem you intend to address or the need for the service
or product you will provide. Documentation can be from quantitative sources such as
census information, government reports, statistical studies, or research. It can also come
from qualitative sources such as informal community surveys, discussion groups, and
interviews with community leaders or experts on the issue. If you are going to provide a
service or product to individuals it is a good idea to survey, conduct focus groups, or
meet with potential users of your service to determine their interest and needs.
2. Develop a mission statement – The mission statement explains why the organization
exists. It provides a direction and focus for the organization’s employees, board, and
volunteers.
What is the problem or need your organization is addressing?
How is your organization different than other similar organizations?
Who benefits from your work?
In no more than a few sentences a mission statement needs to communicate the essence
of your organization to your stakeholders and to the public. The mission statement
should focus on particular goals the organization would like to achieve, and can provide
momentum for activities within the organization. It is a good idea to involve the board of
directors in the development of the mission statement.
Additional elements and a format for a business plan are shown in Attachment A.
Tax-exempt nonprofit organizations can, and do, operate in most ways like any business. They
have bank accounts, own productive assets of all kinds, receive income from sales and other
forms of activity, make and hold passive investments, employ staff, enter into contracts of all
sorts, etc. Nonprofits must follow sound business practices in all these activities.
Nonprofit organizations have additional obligations that for profit companies or sole
proprietorships do not. There are specialized tax rules and accounting practices that apply to
nonprofit organizations. If the organization is of a certain size, the organization must disclose
the IRS form 990 to the general public, state regulators, and watchdog agencies. The IRS form
990 includes any salaries paid to officers or directors and the five highest-paid employees, and
contracts over $50,000 in the tax year. The form also requires the organization to divide its
expenses into "functional categories"—such as programs, administration, and fund-raising—and
to report the total expenditure for each category along with the amounts expended on each
program activity.
Federal taxes: Call the Internal Revenue Service at 1-800-829-3676 to order a business tax kit.
Federal taxes may be paid by electronic transfer. In some cases, payment through electronic
transfer is mandatory. Enrollment forms are available by calling either 1-800-555-4477 or 1-
800-945-8400. You may also file some of your federal tax returns electronically. Contact the
IRS at 1-800-829-1040 to obtain information on electronic filing.
Property and personal property tax: You must report your business property, furniture,
equipment, supplies, etc., to the assessor of the county in which your business is located. King
County Assessor (206-296-7300): www.kingcounty.gov/Assessor.aspx
Some general information on the requirements for employees can be found at:
http://access.wa.gov/employment/workerrights.aspx
State: Report all newly hired and rehired employees to the Division of Child Support (DCS):
Department of Social and Health Services 1-800-562-0479; New Hire Reporting -
www.dshs.wa.gov/newhire
Federal: You must also complete a Federal I-9 form for every employee and submit it to:
Immigration and Naturalization Services 815 Airport Way S. Seattle WA 98134 (206) 553-
5956 1-800-870-3676
There are several ways to advertise a nonprofit position for free but you will want to use one of
the larger paid services if you are trying to recruit nationally.
Also consider four year and community colleges, especially those with nonprofit curriculum.
Many of these have periodic on campus job fairs, as well as publishing jobs on their sites:
NOTHING.”
Capaciteria.org: http://capaciteria.org/
DEVELOPMENT RESOURCES
Idealist.org – Leading site for nonprofits. Includes job listings, volunteers and
consultants: www.idealist.org
Guidestar.com – Make sure your organization is listed, and get info about
potential partners: www.guidestar.com
Artist Trust - Artist Trust provides information on resources related to artists and
arts organizations: http://www.artisttrust.org/
FINANCIAL MANAGEMENT
501 Commons provides bookkeeping, payroll, and tax services, as well as custom
financial management consulting, in King and Snohomish Counties:
www.501commons.org
Washington Association of Accountants: www.waa.org
Accounting: http://www.muridae.com/nporegulation/accounting.html
LEGAL SERVICES
VOLUNTEERS
People can find volunteer opportunities all over the country by zip code or area
of interest: www.volunteermatch.org
2. LEGAL STEPS
Obtain a business license from the city (refer to the website of each city)
Date
Prepared by
A. Background ................................................................................................................. 30
B. Mission ......................................................................................................................... 30
C. Vision ........................................................................................................................... 30
Strategy 1 .................................................................................................................... 31
Note: Update this hyperlinked table of contents by right clicking on update field and
choosing “update entire table.”
Purpose of this section: Describe what the organization is being formed to do.
A. BACKGROUND
B. MISSION
What evidence do you have that this is not already being done or is not available to the
people you expect to serve?
C. VISION
Purpose of this section: Define your “theory of change”. How will what you do bring
about a solution to the problem?
Describe how what you will do will address the problem(s) your organization is being
formed to address. Your organization’s strategies should explain the specific activities
that will be carried out.
STRATEGY 1
Brief description
What will be done to address the problem? When will this be done?
What is the goal of the activity?
STRATEGY 2….
STRATEGY 3….
Describe the outcomes you expect to generate. Specifically, how will you
measure results and what change do you expect to occur?
GOVERNANCE
A. BOARD OF DIRECTORS
Must have at least 4 board members, i ncluding t hree not related to the
founder. Insert names, addresses , and positions/titles of board members
below. Be sure to note the name of the president, vice -presi dent, secretary ,
and treasurer. Describe what types of board members will be recruited.
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Name, addresses, titles Position / Title
1. President
2. Vice President
3. Secretary
4. Treasurer
5.
6.
7.
8.
9.
10.
B. BOARD POLICIES
Note: a 1.0 Full-time Equivalent (FTE) is a person who works 40 hours a week or 2080
hours a year. A .5 FTE is a half-time or 20/hr. per week position.
Position 1 2 3 4 1 2 3 4 1 2 3 4
Title1 .5 .5 .5 .5
Part 1 Total
Determine what furniture, vehicles, or equipment you will need. Items needed may
include furniture, fixtures and equipment, file cabinets, copy machine, computers, etc. If
items are financed, include them under monthly costs below.
Vehicles
Computers
Furniture
Equipment
Total
1.
2.
3.
4.
Part 2 Total
How much from which sources? Plan to raise initial money from individuals, not
grants. For each source of revenue apply a discount percentage to recognize that not all
fundraising requests will be successful. For example: if $100,000 in grants are written,
assume that you will get 10% or $10,000 in revenue since most grants are not funded.
Memberships
Corporate sponsorships
TOTAL