Starting a Nonprofit Corporation in Wisconsin 2024: Your Step-by-Step Guide

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How to Start a Nonprofit Corporation in Wisconsin

Are you passionate about making a difference in your community? Starting a nonprofit organization in Wisconsin can be a fantastic way to create lasting change and positively impact the lives of those around you. However, navigating the legal and regulatory requirements of starting a Nonprofit Corporation can be daunting, especially if you are new to the process.

This guide aims to simplify the process of forming a Nonprofit Corporation in Wisconsin by providing a step-by-step approach to ensure that your organization is set up for success from the start. At LLCBase, we understand that forming a nonprofit corporation can be an overwhelming experience, so we are here to help you achieve your goals every step of the way.

What is a Nonprofit Corporation

A Nonprofit Corporation is a legal entity organized and operated for purposes other than profit-making. The primary goal of a Nonprofit Corporation is to serve the public interest, promote a specific social cause, or support a charitable, religious, educational, scientific, or artistic mission. Unlike traditional for-profit corporations in Wisconsin, Nonprofit Corporations do not distribute profits to shareholders or owners. Instead, surplus funds are reinvested into the organization to further its mission and objectives. When starting a nonprofit corporation, consult the best formation service in Wisconsin to assist you.

Nonprofit Corporations are granted special tax-exempt status under Section 501(c) of the Internal Revenue Code in the United States, which exempts them from federal income taxes. Nonprofit Corporations may also be eligible for state and local tax exemptions. This tax-exempt status allows Nonprofits to receive tax-deductible donations and grants, making it easier for them to raise funds for their cause.

Some common types of Nonprofit Corporations include charities, foundations, social welfare organizations, trade associations, and religious institutions. These organizations play a vital role in society by addressing various social, environmental, and cultural issues, providing essential services, and enhancing the overall quality of life for communities.

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Steps to Form a Wisconsin Nonprofit Corporation

Below is an extensive overview of the steps to initiate a nonprofit corporation in Wisconsin:

Step 1. Choose a Name

The first step in starting a Nonprofit Corporation in Wisconsin is choosing an appropriate name for your organization. The name must be unique and distinguishable from other businesses registered in the state. You can conduct a preliminary name search on the Wisconsin Secretary of State‘s website to check the availability of your desired name. Additionally, the name should not include any prohibited words or phrases, such as “bank” or “insurance.”

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Step 2. Appoint Wisconsin Registered Agent

When forming a Nonprofit Corporation in Wisconsin, you must appoint Registered Agent in Wisconsin. The Registered Agent is responsible for receiving legal documents and correspondence on behalf of your organization. They must have a physical address in Wisconsin and be available during regular business hours. You can choose an individual or a professional Registered Agent service to serve in this role.

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Step 3. Appoint Board Members and Officers

In Wisconsin, a Nonprofit Corporation must have at least three board members responsible for overseeing the management and operations of the organization. The board must also elect officers, such as a president, secretary, and treasurer. It is important to choose individuals who are passionate about your organization’s mission and have the skills to carry out their duties effectively.

Step 4. File Articles of Incorporation

To officially form a Nonprofit Corporation in Wisconsin, you must file the Articles of Incorporation with the Wisconsin Secretary of State. The filing fee is $100 for online and by mail filing. Your Articles of Incorporation must include the following required provisions:

  • Name of the Nonprofit Corporation
  • Purpose of the organization
  • A statement that the organization is a Nonprofit Public Benefit Corporation
  • Name and address of the Registered Agent
  • Statement of how the organization’s assets will be distributed upon dissolution

Optional provisions that can be included in the Articles of Incorporation are specific limitations or restrictions on the organization’s activities, indemnification of directors and officers, and any additional information that may be relevant to the organization.

Step 5. Apply for EIN

After filing your Articles of Incorporation, you must obtain an Employer Identification Number (EIN) from the Internal Revenue Service (IRS). This nine-digit number is used to identify your organization for tax purposes and is required when applying for tax-exempt status or opening a bank account. You can apply for an EIN online, by fax, or by mail.

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Step 6. Draft Bylaws and Policy

Bylaws are the internal rules and procedures that govern the operation of your Nonprofit Corporation. They should outline the roles and responsibilities of board members and officers and the process for holding meetings and making decisions. Additionally, your organization should adopt a conflict of interest policy to properly address potential conflicts involving board members or officers.

Step 7. Hold an Organizational Meeting

Once you have drafted your bylaws and conflict of interest policy, you should hold an organizational meeting with your board members and officers. During this meeting, you will adopt the bylaws and conflict of interest policy, elect officers, and make any other initial decisions necessary for the operation of your Nonprofit Corporation.

Step 8. Obtain Licenses and Permits

Depending on the nature of your organization, you may be required to obtain business licenses and permits in Wisconsin to operate legally. This can include local business licenses, zoning permits, and any specific licenses required for your organization’s activities. Consult your Wisconsin Department of Financial Institutions for more information.

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Step 9. Register for Wisconsin State Taxation

While many Nonprofit Corporations are exempt from federal income tax, they may still be subject to Wisconsin state taxes. You must register with the Wisconsin Department of Revenue and may be required to file annual tax returns.

Step 10. Register for Charitable Solicitation

If your Nonprofit Corporation plans to solicit donations from the public, you must register with the Wisconsin Department of Justice. This registration is required before legally soliciting charitable contributions in Wisconsin.

Fee Schedule for Starting a Wisconsin Nonprofit Corporation

Here are the fees associated when starting a corporation in Wisconsin:

  • Articles of Incorporation Filing Fee: $100 for online and by mail filing
  • Employer Identification Number (EIN) Application: Free
  • Form 1023 (Application for Recognition of Exemption) User Fee: $600 (for most organizations)
  • Form 1023-EZ (Streamlined Application for Recognition of Exemption) User Fee: $275
  • Statement of Information Filing Fee: $35 if domestic, $80 if foreign

Please note that these fees are subject to change, and additional fees may be applicable depending on the specific requirements of your nonprofit organization, such as obtaining licenses and permits. Always consult the respective agency websites and experts for the most up-to-date information.

Apply for 501(c)(3) Tax-Exempt Status

Once you have successfully formed your Wisconsin Nonprofit Corporation, the next crucial step is to apply for tax-exempt status under Section 501(c)(3) of the Internal Revenue Code. This status allows your organization to be exempt from federal income taxes and is essential for receiving tax-deductible donations and grants.

  1. Prepare IRS Form 1023 or 1023-EZ: The first step in applying for 501(c)(3) tax-exempt status is selecting the correct application form. Most organizations will use IRS Form 1023, the Application for Recognition of Exemption. However, smaller organizations may be eligible to use the shorter Form 1023-EZ. This streamlined application is only available to organizations with annual gross receipts of $50,000 or less and total assets of $250,000 or less. Review the eligibility requirements on the IRS website to determine which form is most appropriate for your Nonprofit Corporation in Wisconsin.
  2. Submit the Application: After completing the appropriate application form, submit it with the required user fee to the IRS. The fee will depend on your organization’s size and financial status, so consult the IRS website for the most up-to-date information.Keep in mind that the IRS review process can take several months. During this time, maintain good records and continue to operate your Wisconsin Nonprofit Corporation in compliance with state and federal regulations. If your application is approved, you will receive a Determination Letter from the IRS confirming your tax-exempt status.
Wisconsin State Tax Exemption

In addition to federal tax exemption, your Wisconsin Nonprofit Corporation may also qualify for state tax exemption. To apply, submit Form Form S-103, Exemption Application, to the Wisconsin Department of Revenue and the required supporting documentation. If approved, your organization will be exempt from Wisconsin state income tax and may qualify for exemption from other state taxes.

Ongoing Compliance

After successfully forming your Wisconsin Nonprofit Corporation and obtaining tax-exempt status, it’s essential to maintain compliance with state and federal regulations. This includes filing annual reports, paying state and federal taxes, and maintaining good records.

  • File Annual Reports: Your Wisconsin Nonprofit Corporation must file an annual report with the Wisconsin Secretary of State each year. This report, known as the Statement of Information, is due yearly within a specific time frame based on your organization’s registration date. Failure to file the report on time may result in penalties and suspending your organization’s corporate status.
  • State Taxes: Even with tax-exempt status, your Wisconsin Nonprofit Corporation may still be responsible for certain state taxes, such as sales tax permits on goods and services sold by your organization. Consult the Wisconsin Department of Revenue’s website for more information on state tax requirements.
  • Federal Taxes: While your organization may be exempt from federal income tax, you must still file an annual information return with the IRS. This is typically Form 990, 990-EZ, or 990-N, depending on your organization’s size and financial activity. Consult the IRS website for more information on which form your Wisconsin Nonprofit Corporation should file.
  • Maintain Good Records: Keeping accurate and up-to-date records is essential for maintaining your Nonprofit Corporation’s compliance with state and federal regulations. This includes financial records, meeting minutes, and other organizational documents. Strong recordkeeping practices will help you stay compliant and provide a solid foundation for your organization’s growth and success.

FAQs

What forms do I need to file to start a nonprofit corporation in Wisconsin?
You need to file Articles of Incorporation for a Nonstock Corporation with the Wisconsin Department of Financial Institutions.
How long does it take to start a nonprofit corporation in Wisconsin?
It may take up to several weeks for your nonprofit corporation to be fully formed in Wisconsin.
Can I get help with starting a nonprofit corporation in Wisconsin?
Yes, there are resources available to help you start a nonprofit corporation in Wisconsin, such as the Wisconsin Nonprofit Association and Wisconsin Grants.
Who can form a nonprofit corporation in Wisconsin?
Anyone who intends to use the corporation’s profits for charitable or religious purposes can form a nonprofit corporation in Wisconsin.
Do I need to register my nonprofit corporation with the state of Wisconsin?
Yes, you must register your nonprofit corporation with the state of Wisconsin before it can begin operating.
What are the annual reporting requirements for a nonprofit corporation in Wisconsin?
Nonprofit corporations in Wisconsin are required to submit an annual report to the Department of Financial Institutions.
What is the Department of Financial Institutions in Wisconsin?
The Department of Financial Institutions is the state agency responsible for regulating financial institutions and overseeing businesses operating in Wisconsin.
How much does it cost to start a nonprofit corporation in Wisconsin?
It may cost between $50 and $100 to file your Articles of Incorporation for a Nonstock Corporation in Wisconsin.
Can I operate a nonprofit corporation without filing articles of incorporation in Wisconsin?
No, you must file articles of incorporation with the state of Wisconsin to operate a nonprofit corporation.
How do I apply for tax-exempt status for my nonprofit corporation in Wisconsin?
In order to apply for tax-exempt status for your nonprofit corporation in Wisconsin, you will need to file Form 1023 or Form 1023-EZ with the Internal Revenue Service.
What is a registered agent for a nonprofit corporation in Wisconsin?
A registered agent is a designated third-party individual or business that is responsible for receiving legal documents on behalf of a organization, such as a nonprofit corporation.
Can I choose myself as a registered agent for my nonprofit corporation in Wisconsin?
Yes, you can choose yourself as the registered agent for your nonprofit corporation in Wisconsin.
How do I change the name of my nonprofit corporation in Wisconsin?
You will need to file an amendment to your Articles of Incorporation with the Wisconsin Department of Financial Institutions in order to change the name of your nonprofit corporation.
Can a Wisconsin nonprofit corporation be controlled by a single person?
No, a nonprofit corporation in Wisconsin is run by a board of directors, which much consists of at least three persons.
What should the bylaws of my nonprofit corporation in Wisconsin include?
The bylaws of your Wisconsin nonprofit corporation should include information about your organization’s governance structure and decision-making processes.
How is the board of directors elected for a nonprofit corporation in Wisconsin?
The board of directors for a Wisconsin nonprofit corporation is typically elected by the members of the organization.
How many members must my nonprofit corporation in Wisconsin have?
In Wisconsin, nonprofit corporations can have any number of members.
How do I dissolve my nonprofit corporation in Wisconsin?
To dissolve your nonprofit corporation in Wisconsin, you will need to file a statement of intent to dissolve with the Wisconsin Department of Financial Institutions.
What happens to the assets of a dissolved nonprofit corporation in Wisconsin?
The assets of a dissolved nonprofit corporation in Wisconsin must be distributed to another nonprofit organization or the state’s department of natural resources.
Can Wisconsin nonprofit corporations engage in political lobbying?
Wisconsin nonprofit corporations may engage in political lobbying, but they are subject to certain restrictions.
How often should my Wisconsin nonprofit corporation hold board meetings?
Typically, Wisconsin nonprofit corporations are required to hold board meetings at least quarterly.
What are the financial reporting requirements for a nonprofit corporation in Wisconsin?
Wisconsin nonprofit corporations must maintain detailed financial records and make them available for inspection by the Department of Revenue.
How do I obtain a Wisconsin sales tax exemption for my nonprofit corporation?
In order to obtain a Wisconsin sales tax exemption for your nonprofit corporation, you will need to apply for and receive tax-exempt status from the IRS.
What are the penalties for failing to file the required paperwork for a nonprofit corporation in Wisconsin?
The penalties for failing to file the required paperwork for a nonprofit corporation in Wisconsin can include fines and, in some cases, the dissolution of the organization.
Is there a statute of limitation for dissolving a Wisconsin nonprofit corporation?
No, there is no statute of limitation for dissolving a nonprofit corporation in Wisconsin.
Where can I find information about charity registration requirements in Wisconsin?
You can find information about charity registration requirements in Wisconsin on the website for the Department of Financial Institutions.
How can I attract donations for my Wisconsin nonprofit corporation?
Networking and learning how to effectively communicate your organization’s mission can help you attract donations for your Wisconsin nonprofit corporation.
Can I amend the bylaws of my Wisconsin nonprofit corporation?
Yes, the bylaws of a Wisconsin nonprofit corporation can be amended by a vote of the board of directors.
How long does it take to receive 501(c)(3) status from the IRS in Wisconsin?
It can take anywhere from a few weeks to several months to receive 501(c)(3) status from the IRS in Wisconsin.
What is a nonprofit corporation and how is it different from a regular business?
A nonprofit corporation is a business entity that is exempt from federal, state, and local income taxes, and is organized for a specific charitable, educational, religious, literary or scientific purpose.
Where do I register a nonprofit corporation in Wisconsin?
To register a nonprofit corporation in Wisconsin, you need to file your Articles of Incorporation with the Wisconsin Department of Financial Institutions.
Can I use the name I want for my nonprofit corporation in Wisconsin?
Yes, as long as no other business in Wisconsin has registered that name.
Do I need to have a board of directors for my nonprofit corporation in Wisconsin?
Yes, you need to have a board of directors for your nonprofit corporation in Wisconsin, with at least three board members.
What are the requirements for board members of a nonprofit corporation in Wisconsin?
The requirements for board members of a nonprofit corporation in Wisconsin are that they must be legal Wisconsin residents and must be at least 18 years old.
Can I start a nonprofit corporation in Wisconsin by myself?
No, to start a nonprofit corporation in Wisconsin, you need to have at least three board members.
What are the Articles of Incorporation?
The Articles of Incorporation is a legal document in Wisconsin that establishes the existence of your nonprofit corporation.
What information do I need to include in my Articles of Incorporation in Wisconsin?
You need to include the name of your corporation, your corporation’s purpose, its duration, and the names and addresses of the incorporators.
How much does it cost to file for a nonprofit corporation in Wisconsin?
It costs $35 to file the Articles of Incorporation for a nonprofit corporation in Wisconsin.
Do I need to get a tax ID number for my nonprofit corporation in Wisconsin?
Yes, you need to get a tax ID number for your nonprofit corporation in Wisconsin.
Is an application fee due to the Internal Revenue Service when applying for tax-exempt status for a Wisconsin nonprofit corporation?
Yes, there is an application fee due to the Internal Revenue Service when applying for tax-exempt status for a Wisconsin nonprofit corporation.
What is a 501(c)(3)?
501(c)(3) is a tax-exempt status for nonprofit corporations that are organized for “religious, charitable, scientific, literary, or educational” purposes.
How long does it take to get 501(c)(3) status in Wisconsin?
The IRS can take up to 180 days to review and approve your application for tax-exempt status in Wisconsin.
How many copies of my Articles of Incorporation do I need to file with Wisconsin?
In Wisconsin, you only need to file one copy of the Articles of Incorporation.
Can a non-profit corporation be sued in Wisconsin?
Yes, a non-profit corporation can be sued in Wisconsin.
What happens to the assets of a non-profit corporation when it dissolves in Wisconsin?
The assets of a non-profit corporation that dissolves in Wisconsin will go to another non-profit corporation with a similar purpose.
What are the ongoing requirements for my nonprofit corporation in Wisconsin?
The ongoing requirements for your nonprofit corporation in Wisconsin include filing an annual report with the state of Wisconsin and keeping your nonprofit corporation in good standing with the IRS.
Can I change the purpose of my nonprofit corporation in Wisconsin after I form it?
Yes, you can change the purpose of your nonprofit corporation in Wisconsin by amending the Articles of Incorporation.
Can I create a nonprofit corporation in Wisconsin if I’m not a Wisconsin resident?
Yes, you can create a nonprofit corporation in Wisconsin if you’re not a Wisconsin resident. However, you will need a Wisconsin Registered Agent.
How do I register as a non-profit corporation in Wisconsin?
You can register as a nonprofit corporation in Wisconsin by filing the Articles of Incorporation with the Wisconsin Department of Financial Institutions.
Is a 501(c)(3) tax-exempt status automatically granted when I create a nonprofit corporation in Wisconsin?
No, a 501(c)(3) tax-exempt status is not automatically granted when you create a nonprofit corporation in Wisconsin. You’ll have to file Additional Forms with the IRS.
What is the Wisconsin Attorney General’s role in regulating nonprofit?
The Wisconsin Attorney General’s role is enforcing state charitable solicitation laws and regulate charities domiciled in the state.
What if my nonprofit corporation wants to conduct a raffle or games of chance in Wisconsin?
If your nonprofit corporation wants to conduct raffles or games of chance in Wisconsin, you will need to apply for a Wisconsin Raffle License.
What if I have questions about starting a nonprofit corporation in Wisconsin?
You can contact the Wisconsin Department of Financial Institutions or the Wisconsin Office of the Attorney General with any questions about starting a nonprofit corporation in Wisconsin.
Can a Wisconsin nonprofit corporation receive government grants and contracts?
Yes, a Wisconsin nonprofit corporation can receive government grants and contracts, provided it follows federal and state regulations.
Can the directors of a nonprofit corporation in Wisconsin be paid?
Yes, the directors of a nonprofit corporation in Wisconsin can be paid, under certain circumstances.
Are there any state incentives for starting a nonprofit corporation in Minnesota?
No, there are no specific incentives for that at State level.
Who is liable for the debts and activities of the nonprofit corporation in Wisconsin?
Generally, the board of directors of a nonprofit corporation in Wisconsin is liable for the debts and activities of the corporation.

Also Read

Why You Should Start Wisconsin Nonprofit

One of the key reasons why you should consider starting a nonprofit in Wisconsin is the opportunity to make a difference in the lives of others. Whether you are passionate about environmental conservation, animal welfare, education, or any other cause, a nonprofit organization allows you to channel your efforts and resources towards creating a positive impact in the areas that matter most to you. By starting a nonprofit, you have the chance to be a catalyst for change and to contribute to building a better, more inclusive society.

Moreover, starting a nonprofit in Wisconsin can provide you with a platform to engage with like-minded individuals and organizations who share your passion for social change. Nonprofits often serve as a hub for collaboration, bringing together people from diverse backgrounds and experiences to work towards a common goal. By building a network of supporters, volunteers, and partners, you can amplify the impact of your work and create lasting connections that can help sustain your organization for years to come.

Additionally, starting a nonprofit in Wisconsin can be a rewarding and fulfilling experience personally. As a nonprofit founder, you have the opportunity to develop valuable skills in leadership, fundraising, advocacy, and community engagement. You will have the chance to flex your creative muscles, tackle complex challenges, and learn from both successes and setbacks along the way. Building a nonprofit from the ground up can be a transformational journey that fosters personal growth, resilience, and a sense of purpose that extends far beyond yourself.

Furthermore, starting a nonprofit in Wisconsin can also provide you with the opportunity to access resources and support from various government agencies, foundations, and grant-making organizations. Nonprofits are eligible for certain tax exemptions, grants, and funding opportunities that can help sustain their operations and expand their impact. By leveraging these resources effectively, you can increase the reach and effectiveness of your organization and position it for long-term success.

In conclusion, starting a nonprofit in Wisconsin is a worthy endeavor that can lead to meaningful change, personal growth, and community empowerment. Whether you are driven by a specific cause or simply feel called to make a difference in the world, starting a nonprofit allows you to harness the power of collective action and create positive change in your community. By taking the leap to start a nonprofit, you are not only investing in a brighter future for others but also nurturing your own potential to be a force for good in the world.

Conclusion

Forming a Wisconsin Nonprofit Corporation and maintaining compliance with state and federal regulations are crucial to creating a successful organization. By ensuring your organization remains compliant, you can focus on fulfilling your mission and serving your community without worrying about legal or financial setbacks.

While this guide provides an overview of forming a Nonprofit Corporation in Wisconsin, it’s important to remember that each organization’s situation is unique. The process of starting a for-profit corporation is different from a nonprofit corporation. Seek the advice of experienced professionals, such as attorneys, accountants, or nonprofit consultants, to ensure your organization is set up for success from the start. Check LLCBase for more guides and resources for starting your business.

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