Learn How to Form an Alabama Nonprofit Corporation

Step 1: Select initial directors

You’ll need to choose your initial directors to set up the corporation. The State of Alabama requires you to choose at least three unrelated directors but you can choose more. The directors aren’t required to live in the State of Alabama.

Step 2: Choose a name

Your name will represent your brand and what your corporation stands for, so you’ll want to choose it wisely. You’ll need to make sure that the name you’re choosing isn’t already taken by a corporation in Alabama. You can conduct an Alabama business entity search to see if the name you have in mind is already in use.

If you find a name but aren’t ready to officially form your nonprofit corporation, you can save it through a name reservation request. The reservation lasts for one year. When you are ready to file your Certificate of Formation, you must include your official name reservation certificate to show the name was properly saved.

While you’re thinking about names, this is the perfect time to find a domain name that aligns with your business. Once you have one, check out our domain registration service so you can create an online presence for your business.

Step 3: Choose an Alabama registered agent

It’s important to appoint a registered agent to receive business and legal notices on behalf of your corporation. A registered agent in the State of Alabama must have a physical office that’s open during normal business hours.

Before you decide to act as your own registered agent, be prepared to sort through a lot of mail and be careful not to misplace legal notices. You’ll also need to be available during regular business hours every day., which means not leaving your office.

To avoid the hassle and free up your time, use our registered agent services to find one that’s right for you.

Step 4: File a Certificate of Formation with the state of Alabama

The Certificate of Formation is what makes your entity official. You can find a complete list of requirements on the Alabama Secretary of State website. You can file it by mail, or use the state’s website to file and create your certificate. Keep in mind that this certificate doesn’t include the language suggested by the IRS to obtain federal tax-exempt status, so check the section on federal tax-exemption below.

Step 5: Create corporate bylaws

Before you file the Certificate of Formation, you’ll want to create the bylaws for your corporation. These are the rules the corporation will follow, explaining how to deal with legal matters and stating the titles and duties of board members. You don’t need to file these bylaws with the state, but keep a copy of them on file with your corporation documents.

Step 6: Hold an organizational meeting for the board of directors

The board of directors should set up an organizational meeting before filing the Certificate of Formation. At this meeting, each board member will vote on bylaws, ask questions and discuss important information that pertains to the corporation. The meeting is also where other officers can be appointed and where tax planning can be done. A conflict of interest policy should also be written and approved.

Be sure to keep a detailed record of what takes place at this initial meeting, and a copy of these minutes should be kept on file.

Step 7: Set up a corporate records method

Your corporation will have a lot of paperwork and you will need to keep it organized and be able to access it easily. It’s a good idea to set up a records binder or use online software to store your information in the cloud.

Step 8: Get tax ID numbers

Before you can submit your federal and state tax exemption applications your corporation will need an employer identification number (EIN). You can get one for free through the IRS. This is also needed to allow you to hire and pay employees, open up a business bank account, and file your taxes each year. Use our EIN Service to apply if you want to save time.

Step 9: Apply for all Alabama licenses and permits

Alabama doesn’t require a corporation to have a general business license to operate, but some cities and counties may have specific licensing requirements. You’ll need to check in your city or county to see if any are required and then apply for them.

It’s important to obtain a business privilege license from the probate judge or License Commissioner in every county where you’ll do business in Alabama. If you need help to apply for these licenses, take advantage of our business license report service.

Step 10: Apply for tax-exempt status

Once the corporation has been formed, you’ll be able to apply for tax-exempt status, which is usually under 501(c)(3). You’ll need to fill out Form 1023 and file it with the IRS. There’s a long version and a short one. Read about them to make sure you fill out the right one for your nonprofit. The IRS will send the decision to your registered agent once the form has been processed.

This doesn’t mean you’ll be exempt from all taxes, however. Nonprofits may still be liable for unemployment taxes provided they have four or more employees that have worked for 20 weeks within the current calendar year. Other taxes may also be applicable, such as sales tax.

Step 11: Register as a charity with the state

If you plan to solicit for your corporation you will need to register as a charity. This can be done through the Alabama Attorney General Consumer Interest Division. You’ll need to obtain a form and complete it with information about your corporation.

Step 12: Acquire insurance for your nonprofit

You want to protect your corporation and those who are a part of it. While general liability insurance isn’t a requirement, it’s usually a good idea to have it, especially if you provide services or sell items. In addition, you may need workers’ compensation coverage. This applies if you have five or more employees.

Depending on the industry or type of business you plan to do, you may need other types of insurance. Contact a professional insurance agent to determine what insurance is required or recommended for your corporation.

Step 13: Open a bank account

Your corporation will need to have a bank account that’s for business purposes. You’ll only be able to open one once your corporation has been formed and you have documentation to prove it. You’ll need your EIN and Certificate of Formation. It’s best to call the bank ahead of time to find out what else you may need to have on hand. You may want your treasurer to handle this aspect of the corporation or appoint someone to do it at your initial board meeting.