How To Start A Nonprofit In Washington
To start a nonprofit corporation in the state of Washington, you must file Washington Nonprofit Corporation Articles of Incorporation with the WA Secretary of State’s Corporations & Charities Division. You can submit your articles by mail or online. The articles of incorporation cost $80 to file. Once filed with the state, the articles of incorporation officially create your Washington nonprofit corporation, but truly preparing a nonprofit to pursue its mission involves several additional steps.
Starting a Washington Nonprofit Guide:
- Choose your WA nonprofit filing option
- File the WA nonprofit articles of incorporation
- Get a Federal EIN from the IRS
- Adopt your nonprofit’s bylaws
- Apply for federal and/or state tax exemptions
- Apply for required state licenses
- Open a bank account for your WA nonprofit
- Submit the WA nonprofit annual renewal
Washington Nonprofit Filing Options
Free PDF Download
Download the Washington Nonprofit Articles of Incorporation. Complete the form and submit it to your state.
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WA Nonprofit Articles of Incorporation Requirements
To incorporate a nonprofit in the state of Washington, you must complete and file the Washington Nonprofit Corporation Articles of Incorporation with the WA Secretary of State. See the instructions below and click on any number to see what information is required in the corresponding section of the form.
Odds are you don’t yet have a UBI number unless your nonprofit has already filed with another Washington state agency. But don’t fret. If you don’t have a UBI#, select “No” and move on. The state will issue your UBI# once it files your nonprofit’s articles of incorporation.
The name of your nonprofit can’t be the same or similar to other WA corporate names. We recommend that you enter your proposed name in the Washington State Corporations Database Search. You can check if there are any similar names already registered in Washington.
Describe your nonprofit’s purpose. If your nonprofit intends to seek 501(c)(3) tax-exempt status from the IRS, make sure your articles of incorporation include the tax-exempt language and provisions required by the IRS, including the statement of purpose, a dissolution of assets clause, and a provision against private inurement.
If your nonprofit will have a limited, specified period of existence, you can indicate the number of years of its existence and its expiration date here. Otherwise, you can select perpetual duration, which is what most organizations do.
The form contains a lengthy section on your nonprofit’s registered agent. You’ll identify if you’ve appointed a commercial registered agent (like Northwest), an individual, or another business entity not registered as a Washington commercial registered agent. Then you’ll include the registered agent’s name, phone number, email address, registered agent street and mailing address, and a consent section in which your nonprofit’s registered agent signs to accept the appointment. When you hire Northwest to incorporate your nonprofit and serve as your registered agent, our information goes here.
For most nonprofits, the “effective date” (the date of your nonprofit’s official creation) will be the same as its filing day (the day the state approves your articles). However, Washington allows nonprofits to delay their effective dates up to 90 days after filing articles of incorporation with the state.
Include the names and addresses of each of your nonprofit’s initial directors.
This section includes the name, address, signature, and signing date of your nonprofit’s incorporator. An incorporator doesn’t need to be a member, director, or officer in your nonprofit. When you hire Northwest to incorporate your nonprofit, we’ll be your incorporator.
Describe how your nonprofit will distribute its assets if or when it shuts down (or “dissolves”). If your nonprofit intends to seek 501(c)(3) federal tax-exempt status, make sure your dissolution of assets provision includes the tax-exempt language suggested by the IRS.
Lastly, you have the option to include a contact name, email, and return address where the state will send documents pertaining to your nonprofit’s filing (an address in addition to the address of your nonprofit’s registered agent). Ignore this section if you want to keep this information off the public record.
How Much Does It Cost to Incorporate a Washington Nonprofit?
Washington charges $80 for nonprofit filings, and $50 for expedited service.
How Long Does It Take to Incorporate a Washington Nonprofit?
Articles submitted by mail can take up to 25 business days for the state to process. Washington processes expedited filings within 3 business days. Expedited request delivered in-person to Secretary of State’s office by 3:30 pm can be completed on the same day.
Does a Washington Nonprofit Need a Registered Agent?
Yes, Washington requires nonprofit corporations to appoint a Washington registered agent to receive service of process (legal notifications) on its behalf. The state will allow you to appoint yourself or an associate, but we recommend hiring a registered agent service like Northwest.
Why? Not merely for selfish reasons. A Washington registered agent must list a Washington street address on your nonprofit’s articles of incorporation. Because this address goes into the public record, it will likely get targeted by data-sellers and become a veritable dumping ground for irrelevant piles of junk mail every month. A registered agent must also be available at this address during normal business hours just in case a process server ever drops by.
When you hire Northwest, you can list the address of our Washington office in place of yours. This helps protect your privacy, of course, but it also frees up your time to manage and grow your nonprofit on your own terms. When or if we do receive any legal notifications for your nonprofit, we have the infrastructure in place to scan it and send it to you on the day we receive it.
Get a Federal Employer Identification Number (EIN)
Every nonprofit needs an employer identification number (a FEIN or EIN), and you can get one from the IRS website as soon as the state approves your nonprofit’s articles of incorporation (mail and fax options are also available). You’ll need an EIN to get a bank account for your nonprofit, to apply for 501(c)(3) federal tax-exempt status, and to otherwise present your nonprofit as a credible organization in the eyes of vendors and potential donors. If you’d rather not deal with the IRS, we can do it for you. Just add our EIN service, for an additional $50 fee, when you hire Northwest.
Hold Your Organizational Meeting & Adopt Bylaws
Washington will expect your nonprofit to create and adopt corporate bylaws, and you should do so at your nonprofit’s organizational meeting—its first official meeting after incorporating with the state. You will need to adopt Washington nonprofit bylaws before trying to open a bank account and before seeking 501(c)(3) federal tax-exempt status from the IRS.
It isn’t easy to write corporate bylaws, but Northwest can help. When you hire Northwest, you can use our adaptable template for writing nonprofit bylaws, as well as numerous other free nonprofit forms, to help get things started.
Apply for Federal and/or State Tax Exemptions
Will My Washington Nonprofit Be Tax-Exempt?
Not automatically. To obtain federal tax-exempt status, you’ll need to file an Application for Recognition of Exemption with the IRS. Though the IRS recognizes more than two dozen types of tax-exempt entities under Section 501(a) of the Internal Revenue Code, most nonprofits seek 501(c)(3) status for public charities and private foundations. If your organization intends to seek 501(c)(3) status, make sure to include the required tax-exempt language and provisions required by the IRS. These include a statement of purpose, a dissolution of assets provision, and a provision against private inurement. Learn more at Northwest’s Guide to 501(c)(3) Tax-Exempt Status.
What About Washington State Tax Exemptions?
Unfortunately, Washington nonprofits typically pay business taxes like any other business, even those nonprofits that have obtained 501(c)(3) federal tax-exempt status, though there are some exceptions for some fundraising activities and some types of nonprofit organizations. Learn more at Northwest’s guide to Washington state tax exemptions.
Obtain Washington State Licenses
Does a Washington Nonprofit Need a Business License?
Yes, your Washington nonprofit will need a business license, and you can apply for one at the State of Washington Business Licensing Service website. You’ll need a UBI number to apply (which you’ll receive from the state when it approves your articles of incorporation) and an employer identification number (EIN) from the IRS.
Should My Nonprofit Register as a Washington Charity?
If your Washington nonprofit will solicit charitable donations, you will need to register as a Washington charity with the WA Secretary of State’s Charities Program. You’ll also need to renew your registration each year.
The initial registration fee is $60, and the annual renewal fee is $40. The deadline for the renewal is eleven months after the end of your accounting year (so usually November 30th). You can register online if your charity is operated solely by volunteers and takes in less than $50,000 year. Churches and political organizations can also register online.
Open a Bank Account for Your WA Nonprofit
To open a bank account for your Washington nonprofit, you will need to bring the following items with you to the bank:
- A copy of your Washington nonprofit articles of incorporation
- A copy of your nonprofit’s bylaws
- Your Washington nonprofit’s EIN
It’s wise to call your ahead of time to check its requirements. Some banks may require you to bring a resolution authorizing you to open a bank account in your nonprofit’s name (particularly if your nonprofit has several directors and/or officers).
Submit the WA Nonprofit Annual Renewal
Washington requires nonprofits to submit an annual renewal updating (or just confirming) their information on the state’s records, including your corporate name, addresses, registered agent information, and the names and addresses of your nonprofit’s members, directors, and/or officers. Nonprofits can download the report form from the WA Secretary of State’s website or renew online. There is a $10 filing fee, and the report is due by the last day of the anniversary month of your nonprofit’s original incorporation.
If you’d rather not bother keeping up with this deadline or report, you can hire Northwest to do it for you. Simply add our Washington Annual Renewal Compliance service when signing up for our other services.