How to Start a Nonprofit Organization in New York

Step 1: Name Your New York Nonprofit

Choosing a name for your organization is the first and most important step in starting your nonprofit corporation. Be sure to choose a name that complies with New York naming requirements and is easily searchable by potential members and donors.

To learn more, read our How to Name a Nonprofit in New York guide.

1. Follow the naming guidelines:

• Include some kind of organizational designation, such as “Incorporated”, “Inc.”, “Ltd.”, or “Company”
• Not be deceptive in any way or indicate your organization was designed for any purpose other than what is stated in your Certificate of Incorporation
• Not include words or phrases that could lead the public to believe your organization is acting as an agent of the United States or the State of New York
• Not include any of these words or phrases:
  • doctor or lawyer (unless you obtain special permission)
  • union, labor, council, industrial organization (when pertaining to worker’s rights, unless you attach an approval from the state board of standards and appeals)
  • blind or handicapped (unless you attach an approval from the state department of social services)
  • exchange (unless you attach approval from the attorney general)
  • school, education, elementary, secondary, kindergarten, prekindergarten, preschool, nursery school, museum, history, historical, historical society, arboretum, library, college, university, or other restricted terms (unless you attach approval from the state commissioner of education)
• In addition, your nonprofit’s name cannot use words or phrases that are considered obscene or ridiculing any person, group, belief, etc. or indicate that your group will engage in unlawful activity.

Access the New York State Senate's official guidelines for more information about naming a nonprofit in New York.

2. Is the name available in New York? Make sure the name you want isn't already taken by doing a business entity search on the NYS Division of Corporations website.

3. Is the URL available? We recommend that you check to see if your business name is available as a web domain. Even if you don't plan to make a business website today, you may want to buy the URL in order to prevent others from acquiring it.

Step 2: Choose a Registered Agent in New York

In New York, the Secretary of State acts as the statutory agent for service of process (registered agent) for all New York organizations by default.

In addition, you can choose to elect a registered agent for your New York organization. You will be given this option when you complete your business’s formation documents.

What is a Registered Agent? A registered agent is an individual or business entity responsible for receiving important legal documents on behalf of your business. Think of your registered agent as your business's point of contact with the state.

Who can be a Registered Agent? A registered agent must be a resident of New York or a corporation, such as a registered agent service, authorized to transact business in New York. You may elect an individual within the company including yourself.

Need help choosing a registered agent? Check out our complete guide on How to Choose a Registered Agent for your New York Nonprofit.

Step 3: Choose Your Organization Type

Before proceeding further, you must decide what kind of corporate structure your organization will have and obtain any approvals you might need. You will need to choose from the following options:

1. Religious Corporation - there are distinct rules and regulations that are applicable to religious corporations operating in New York. Access further information about starting a religious organization in New York in the Consolidated Laws of New York.
2. Nonreligious Corporation
   1. Consent or Approval Required - If your nonprofit’s purpose is related to any of the following in the graph below, you must obtain approval from the appropriate governing body. This approval must accompany your Certificate of Incorporation application.

Step 4: Select your Directors & Officers

The directors of an organization come together to form a board of directors. This board of directors is responsible for overseeing the operations of the nonprofit. 

The president, secretary, and other members of nonprofit who have individual responsibilities and authorities are known as officers. 

The organization structure of your nonprofit in New York MUST include:

1. At least 3 directors not related to each other
2. A president
3. A minimum of 1 vice president
4. A secretary
5. A treasurer

NOTE: The president and secretary positions cannot be held by the same person.

To learn more about electing a New York nonprofit board of directors, read our full guide.

Step 5: Adopt Bylaws & Conflict of Interest Policy

To be eligible to apply for 501(c)(3) status, your nonprofit is required to have the following two documents:

1. Bylaws 
2. Conflict of interest policy.

What are Bylaws? Bylaws are the rules outlining the operating procedures of the nonprofit.

What is a Conflict of Interest Policy? A Conflict of Interest Policy is the collection of rules put in place to ensure that any decisions made by the board of directors or the officers benefits the nonprofit and not individual members. 

NOTE: The bylaws and conflict of interest policy must be adopted by the nonprofit during its first organizational meeting where the directors and officers are officially appointed.

Step 6: File the New York Certificate of Incorporation

To register your nonprofit, you will need to file the Certificate of Incorporation with the State of New York.

To ensure that your nonprofit is eligible to apply for 501(c)(3), in the Certificate of Incorporation you must explicitly state the following:

1. Purpose:

In order to qualify for 501(c)(3) status, the organization’s purpose must explicitly be limited to one or more of the following:

Charitable, Religious, Scientific, Educational, Literary, Fostering national/international amateur sports competition, Preventing cruelty to animals/children, Testing for public safety

2. Dissolution:

You must explicitly state what the assets of the organization will be used for, and what will happen to the assets if the organization is dissolved. 

To be eligible for 501(c)(3) status, the assets of your organization must only ever be used for purposes approved under section 501(c)(3). 

Section 5 of this sample IRS document provides an example of these provisions required for 501(c)(3) eligibility. 

Step 7: Get an EIN

What is an EIN? The Employer Identification Number (EIN), or Federal Tax Identification Number, is used to identify a business entity such as your nonprofit corporation. It is essentially a social security number for your organization.

Why do I need an EIN? An EIN is required for the following:

• To open a business bank account for the company
• For Federal and State tax purposes
• To hire employees for the company

How do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done online or by mail. Check out our EIN Lookup guide for more information.

Step 8: Apply for 501(c)(3) Status

Before a nonprofit can apply for 501(c)(3) status it must, 

1. Elect at least 3 directors not related to each other
2. File the Certificate of Incorporation with the required provisions (As covered in Step 6)
3. Adopt the bylaws and conflict of interest policy
4. Have an EIN number

Once these four conditions have been met your nonprofit can apply for 501(c)(3) tax-exempt status by filing Form-1023 online. 

If your application is approved, the IRS will send you a determination letter stating that your organization is exempt from federal taxes under section 501(c)(3).