A nonprofit is a type of organization formed under state law that operates for charitable, educational, religious, scientific, or other qualifying purposes rather than to make money for owners or shareholders. If you’ve been thinking about turning a cause you care about into something more official, this guide walks you through the entire process — from picking a name to landing your 501(c)(3) tax-exempt status with the IRS.
Most people searching for how to start a nonprofit want to create a 501(c)(3) public charity. That’s the designation that lets donors write off their contributions and opens the door to grants from foundations and government agencies. It’s also the most common type: the IRS recognizes over 1.5 million 501(c)(3) organizations in the United States.
This guide covers the 10 steps to incorporate and get tax-exempt, what it actually costs, how long the process takes, and state-specific requirements for all 50 states. We’ve kept things practical — real numbers, real timelines, no fluff.
Types of Nonprofit Organizations
The IRS recognizes more than two dozen categories of tax-exempt organizations under Section 501(c) of the Internal Revenue Code. Most people only need to know about three or four. Here’s a breakdown of the ones that matter most:
| IRS Designation | Type | Purpose | Donations Tax-Deductible? |
|---|---|---|---|
| 501(c)(3) | Charitable / Educational / Religious | Public charities, private foundations, churches, schools, hospitals | Yes |
| 501(c)(4) | Social Welfare | Civic leagues, advocacy organizations, some political activity allowed | No |
| 501(c)(6) | Business League | Chambers of commerce, trade associations, professional sports leagues | No |
| 501(c)(7) | Social / Recreational Club | Country clubs, hobby clubs, fraternal organizations | No |
The vast majority of people reading this will want a 501(c)(3). It’s the gold standard for charitable organizations: donations are tax-deductible for the giver, and the organization itself is exempt from federal income tax. Unless you’re specifically forming an advocacy group or a trade association, 501(c)(3) is almost certainly the right choice.
One important distinction within 501(c)(3): public charities get most of their support from the general public or government, while private foundations are typically funded by a single source (a family, a corporation, etc.). Public charities face less regulatory scrutiny and have more flexibility, so that’s what most founders aim for.
10 Steps to Start a Nonprofit Organization
Step 1: Define Your Mission and Purpose
Before you file a single form, get clear on exactly what your nonprofit will do and who it will serve. This isn’t just a branding exercise — the IRS will evaluate your stated purpose when deciding whether to grant tax-exempt status, and your state will require a purpose statement in your articles of incorporation.
Write a mission statement that’s specific enough to guide decisions but broad enough to allow growth. “Providing after-school tutoring to underserved middle school students in Cook County, Illinois” is better than “helping kids learn.” At the same time, don’t lock yourself into language so narrow that you’d need to amend your articles to expand later.
Your purpose must fall into one of the IRS-recognized categories: charitable, religious, educational, scientific, literary, testing for public safety, fostering amateur sports competition, or preventing cruelty to children or animals.
Step 2: Choose a Name
Your nonprofit’s name needs to clear three hurdles:
- State availability: Search your Secretary of State’s business name database. Most states let you do this online for free. The name can’t be identical or deceptively similar to an existing entity registered in your state.
- Federal trademark: Search the USPTO’s Trademark Electronic Search System (TESS) at uspto.gov. Even if a name is available in your state, using a trademarked name could lead to legal problems down the road.
- Domain name: Check whether the .org (or .com) domain is available. Your web presence matters for fundraising and credibility. If the exact domain is taken, that’s not a dealbreaker, but it’s worth considering before you print letterhead.
Most states require you to include a corporate designator like “Inc.,” “Incorporated,” or “Corporation” in the official name, though you can use a shorter version in day-to-day operations.
Tip: Some states let you reserve a name for 60-120 days for a small fee ($10-$25) while you get your paperwork together.
Step 3: Recruit a Board of Directors
Every nonprofit needs a board of directors to provide governance and oversight. Most states require a minimum of three board members, though the exact number varies. A few states (like California) allow as few as one director.
At minimum, you’ll need people to fill three officer roles: president (or chair), secretary, and treasurer. Some states allow one person to hold multiple officer positions, but the IRS prefers to see at least three unrelated individuals on the board.
Look for board members who bring different skills — legal, financial, fundraising, subject matter expertise. Avoid stacking the board with family members. The IRS scrutinizes boards where a majority of directors are related, as it raises concerns about private benefit.
Step 4: File Articles of Incorporation
This is the step that actually creates your nonprofit as a legal entity. You’ll file articles of incorporation (sometimes called a certificate of formation or charter) with your state’s Secretary of State office or equivalent agency.
Your articles need to include specific IRS-required language to qualify for 501(c)(3) status later. Specifically:
- A purpose clause stating the organization is organized exclusively for one or more exempt purposes under Section 501(c)(3)
- A dissolution clause stating that if the organization shuts down, its remaining assets will go to another 501(c)(3) organization or to a government entity — not back to the founders
- A statement that no part of the net earnings will benefit any private individual
The IRS provides sample language in Publication 557. Use it. Getting this wrong is one of the most common reasons 501(c)(3) applications get delayed or denied.
Filing fees range from $0 (Kentucky) to around $300 (depending on the state). Most states charge between $25 and $125. Processing time is typically 1-4 weeks, though many states offer expedited processing for an additional fee.
Step 5: Get an EIN from the IRS
An Employer Identification Number (EIN) is essentially a Social Security number for your organization. You need it to open a bank account, file tax returns, and hire employees.
Getting an EIN is free and takes about five minutes. Apply online at irs.gov using Form SS-4. You’ll receive your EIN immediately upon completing the online application. You can also apply by fax (4-day turnaround) or mail (4-6 weeks), but there’s really no reason not to do it online.
You’ll need your articles of incorporation filed before applying, since the IRS asks for your legal name and formation date.
Step 6: Draft Bylaws
Bylaws are the internal operating rules for your nonprofit. They don’t get filed with the state or the IRS, but the IRS will ask for a copy when you apply for tax-exempt status.
Your bylaws should cover:
- Board size, term lengths, and how directors are elected or appointed
- Officer roles and responsibilities
- How and when board meetings are held
- Quorum requirements (how many board members need to be present to conduct business)
- Voting procedures
- Conflict of interest policy
- How bylaws can be amended
- Fiscal year
You can find solid nonprofit bylaws templates from your state’s Secretary of State website or through organizations like the National Council of Nonprofits. Have an attorney review them if your budget allows — it’s a small investment that prevents bigger headaches later.
Step 7: Hold an Organizational Meeting
Your first official board meeting — sometimes called the organizational meeting — is where you formally adopt bylaws, appoint officers, approve a conflict of interest policy, authorize the opening of a bank account, and handle other initial business.
Take minutes. The IRS may ask for them as part of your 501(c)(3) application, and you’ll need a record of the decisions your board makes from day one. Good meeting minutes document who was present, what was discussed, what motions were made, and how votes turned out.
Step 8: Apply for 501(c)(3) Tax-Exempt Status
This is the big one. You’ll file either Form 1023 (the full application) or Form 1023-EZ (the streamlined version) with the IRS.
Form 1023-EZ is available to organizations that expect annual gross receipts of $50,000 or less for the next three years and have total assets under $250,000. The filing fee is $275, and most applications are processed within 2-4 weeks.
Form 1023 is required for larger organizations or those that don’t qualify for the EZ version. The filing fee is $600, and processing typically takes 3-6 months. The full application is significantly more detailed — expect to spend 20-40 hours preparing it, or budget $2,000-$5,000 if you hire an attorney.
Both forms must be filed electronically through pay.gov. You’ll need:
- Your articles of incorporation
- Bylaws
- EIN
- A description of your planned activities
- Financial projections (or actual financials if you’ve been operating)
- Names and addresses of officers, directors, and key employees
Important: If you file Form 1023 or 1023-EZ within 27 months of your incorporation date, your tax-exempt status will be retroactive to the date you incorporated. Miss that window and your exemption only starts from the date you file.
Step 9: Register for State Tax Exemptions
Federal 501(c)(3) status doesn’t automatically make you exempt from state taxes. Most states require a separate application for exemption from state income tax, sales tax, and property tax.
The process varies widely. Some states (like Texas and Florida) automatically recognize your federal exemption. Others require you to submit a state-specific application with a copy of your IRS determination letter. A few charge their own fees.
Don’t skip this step. If your nonprofit buys supplies, rents an office, or sells goods, state tax exemptions can save you real money.
Step 10: Register for Charitable Solicitation
If your nonprofit plans to fundraise — and almost all of them do — most states require you to register before you ask anyone for money. About 41 states plus the District of Columbia have charitable solicitation registration requirements.
Registration typically involves filing a form with the state’s Attorney General or Secretary of State office, paying a fee (usually $25-$200), and submitting financial documents. You’ll need to renew annually.
This is the requirement that catches the most organizations off guard. Soliciting donations without proper registration can result in fines and legal trouble, and it can damage your reputation with donors.
Tip: If you plan to fundraise in multiple states (including online fundraising that reaches donors nationwide), you may need to register in each state where you solicit. Services like Harbor Compliance can handle multi-state registrations for you.
How Much Does It Cost to Start a Nonprofit?
One of the first questions founders ask is about cost. Here’s a realistic breakdown of what you’ll spend to get a nonprofit up and running:
| Expense | Cost Range | Notes |
|---|---|---|
| State incorporation filing fee | $0 – $300 | Varies by state; average is about $50-$100 |
| IRS 501(c)(3) application | $275 – $600 | $275 for Form 1023-EZ; $600 for full Form 1023 |
| Registered agent service | $0 – $300/year | Free if a board member serves; $100-$300 for a professional service |
| Attorney fees (optional) | $0 – $5,000 | For reviewing articles, bylaws, and/or preparing the 1023 |
| Charitable solicitation registration | $0 – $200 per state | Required in ~41 states; some waive the fee for small nonprofits |
| State tax exemption application | $0 – $100 | Many states grant this for free with a copy of your IRS letter |
Budget estimate: Plan on spending $500 to $1,500 to handle everything yourself using the 1023-EZ. If you need the full Form 1023 and hire an attorney, costs can run $2,000 to $7,000 total.
There are ways to reduce costs. Some law schools run nonprofit legal clinics that provide free or low-cost help. Organizations like LegalZoom and Incfile offer nonprofit formation packages starting around $500-$800 (including their service fees). And if your organization is small enough for the 1023-EZ, the process is far cheaper and faster than many people expect.
How Long Does It Take to Start a Nonprofit?
The timeline depends on how quickly you work through each step and how fast your state and the IRS process applications. Here’s a realistic breakdown:
| Step | Timeline |
|---|---|
| Planning, mission, board recruitment | 2 – 6 weeks |
| State incorporation filing | 1 – 4 weeks (after submission) |
| Getting an EIN | Same day (online) |
| Drafting bylaws and holding organizational meeting | 1 – 2 weeks |
| IRS 501(c)(3) application (Form 1023-EZ) | 2 – 4 weeks |
| IRS 501(c)(3) application (Form 1023) | 3 – 6 months |
| State tax exemption and charitable solicitation registration | 2 – 8 weeks |
Best case: If you use Form 1023-EZ and your state processes quickly, you could be fully set up in 6-8 weeks.
Typical case: Using the full Form 1023, expect the entire process to take 4-8 months from start to finish.
The biggest bottleneck is almost always the IRS. State filings are relatively fast, and everything else is in your control. One way to speed things up: get your articles of incorporation exactly right the first time. The IRS sends back a lot of 1023 applications because the articles are missing required language.
Nonprofit vs. Other Business Structures
A nonprofit isn’t the right structure for every mission-driven venture. Here’s how it compares to the alternatives:
Nonprofit Corporation vs. LLC: An LLC offers more flexibility and less regulatory burden. You keep control over profits and don’t need a board of directors. But an LLC can’t receive tax-deductible donations, and most grants from foundations are only available to 501(c)(3) organizations. If fundraising from individual donors and grant-makers is central to your plan, the nonprofit route is the way to go.
Nonprofit Corporation vs. For-Profit Corporation: Some founders consider a B Corporation or social enterprise model. These are for-profit businesses with a social mission baked into their charter. They can attract investment capital and distribute profits — things nonprofits can’t do. The tradeoff: no tax-deductible donations and no access to most grants.
Fiscal Sponsorship: If you’re not ready to form your own nonprofit but want to start accepting tax-deductible donations right away, fiscal sponsorship is worth a look. An existing 501(c)(3) agrees to serve as your legal and financial sponsor. They receive donations on your behalf (taking a small administrative fee, typically 5-10%) while you operate your program. This lets you test your concept, build a track record, and raise money without waiting months for IRS approval. Organizations like the National Network of Fiscal Sponsors maintain a directory of sponsors.
How to Start a Nonprofit by State
Every state has its own requirements for incorporating a nonprofit, including different filing fees, forms, and processing times. We’ve put together detailed guides for each state. Click your state below for step-by-step instructions specific to where you’re forming your organization.
Frequently Asked Questions
Can I start a nonprofit by myself?
You can initiate the process on your own, but you’ll need other people involved before you’re done. Most states require at least three directors on the board, and the IRS expects to see a governance structure that goes beyond a single individual. You can be the founder, executive director, and a board member — but you can’t be the entire board in most states. Start recruiting co-founders or board members early. Look for people who believe in your mission and bring skills you don’t have.
Do nonprofits pay taxes?
501(c)(3) organizations are exempt from federal income tax on revenue related to their exempt purpose. They’re also usually exempt from state income tax and may qualify for sales tax and property tax exemptions. However, nonprofits still pay payroll taxes (Social Security and Medicare) for their employees. And if a nonprofit earns “unrelated business income” — revenue from activities not related to its mission — that income is taxable under the Unrelated Business Income Tax (UBIT).
How many board members does a nonprofit need?
State requirements vary. Most states require a minimum of three directors, but a handful allow fewer. The IRS recommends at least three unrelated board members for governance purposes. Having more members — five to seven is common for small nonprofits — gives you better oversight and distributes the workload. There’s no maximum, but keeping the board under 15 members makes meetings and decision-making much more manageable.
What’s the difference between nonprofit and not-for-profit?
In everyday conversation, people use these terms interchangeably, and that’s fine. Legally, there’s a subtle distinction. “Nonprofit” typically refers to organizations formed under state nonprofit corporation statutes that pursue charitable, educational, or similar missions. “Not-for-profit” sometimes describes organizations — like recreational clubs or trade associations — that don’t operate for charitable purposes but also don’t distribute profits to members. The IRS doesn’t use either term officially; it uses “tax-exempt organization.” For practical purposes, if you’re forming a 501(c)(3), calling it a nonprofit is standard.
Can a nonprofit make money?
Yes — and most do. A nonprofit can charge for services, sell products, host paid events, and generate revenue from investments. The key restriction is that profits (called “net earnings” in IRS language) can’t be distributed to individuals who control the organization. All surplus revenue must be reinvested into the organization’s mission. Many successful nonprofits generate millions in annual revenue. The “nonprofit” label refers to the ownership and tax structure, not the financial performance.
How long does it take to get 501(c)(3) status?
If you qualify for Form 1023-EZ (annual gross receipts under $50,000 and assets under $250,000), the IRS typically processes applications in 2-4 weeks. The full Form 1023 takes longer — usually 3-6 months, though it can stretch beyond that if the IRS has questions. You can check your application’s status online through the IRS website. While you’re waiting, you can still operate and accept donations; if approved, your status will be retroactive to your formation date (as long as you filed within 27 months).
Do I need a lawyer to start a nonprofit?
No, but it depends on your situation. If you qualify for the 1023-EZ and your state has straightforward filing requirements, many founders handle the entire process themselves using online resources. For the full Form 1023 — which runs 28 pages and requires detailed financial projections and narrative descriptions — working with an attorney or experienced consultant is a good idea. Mistakes on the application can lead to delays, additional IRS questions, or denial. An attorney familiar with nonprofit law typically charges $2,000-$5,000 for the full package.