North Carolina Nonprofit Incorporation Guide

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Quick Facts

A

Pre-Filing Checklist

1. 1.
   Name check & reservation (optional): Confirm availability; you may reserve a name for 120 days (Form BE-03, $30).
2. 2.
   Directors: NC requires one or more directors (set the number in articles/bylaws).
3. 3.
   Registered agent & office (North Carolina address): Appoint a registered agent and list a physical street address and county for the registered office (mailing address may be a P.O. Box, but the registered office must be physical).
4. 4.
   Purpose + IRS clauses plan: Draft an NC-compliant purpose and prepare IRS-required 501(c)(3) clauses (organizational test, no private inurement/limits on lobbying & political activity, dissolution/asset dedication) using N-14 sample language.
5. 5.
   Principal office (optional): If your corporation will have a principal office, provide its street/mailing address and county (the N-01 form includes fields).

B

Prepare the Articles of Incorporation (Form N-01)

Include the following (tracks Form N-01 / online workflow):

1. 1.
   Corporate name: Must comply with NC naming requirements.
2. 2.
   Registered agent and registered office: Street address & county; mailing if different.
3. 3.
   Incorporator(s): Name and address.
4. 4.
   Principal office info: If applicable.
5. 5.
   Other provisions/attachments: Add a “Tax-Exempt Status and Dissolution” article with IRS clauses (purpose/limitations/dissolution) using N-14 as a guide.

C

File the Articles

1. 1.
   File online or by mail/PDF upload: Use the SOS creation portal or submit the signed PDF.
2. 2.
   Fees & expedite: $60 standard; optional 24-hour $100 or same-day $200 expedite (must arrive before noon for same-day). Expedites are added to the filing fee.
3. 3.
   Output: You'll receive approval and a filed copy/receipt for banking, IRS, CSL license, etc. (kept in your SOS account/email).

D

Post-Filing Tasks

1. 1.
   EIN: Apply with the IRS (Form SS-4).
2. 2.
   Organizational meeting: Adopt bylaws; set the number of directors (≥1) and appoint officers; adopt policies; fiscal year; banking resolutions.
3. 3.
   Charitable registration (CSL): Obtain a CSL license before soliciting; renew annually (review exemption categories before applying).
4. 4.
   SOS annual report: Not required for nonprofits under Chapter 55A.
5. 5.
   Sales & use tax refunds: File Form E-585 semiannually:

   • • Taxes paid Jan–Jun → due Oct 15
   • • Taxes paid Jul–Dec → due Apr 15
   • • Claims more than 3 years late are barred
6. 6.
   State business tax: If you have UBIT, file CD-405 for income tax (not franchise tax).
7. 7.
   Local licenses & banking: Obtain any city/county permits; open a bank account with EIN + filed Articles + bylaws.

Resources & Forms

• Articles of Incorporation: Form N-01 (PDF)
• Tax-Exempt Status Guide: Form N-14 (IRS clause samples)
• Online Filing Portal: SOS Business Registration
• Name Reservation: Form BE-03 (120 days, $30)
• Charitable Solicitation: CSL Licensing Division
• Sales Tax Refunds: Form E-585 (Nonprofit Sales/Use Tax Refund)
• UBIT Filing: Form CD-405 (income tax only)

Notes & Best Practices

• Add IRS clauses now—Use N-14 sample language for a dedicated “Tax-Exempt Status and Dissolution” article in your Articles
• Registered office rules—Must be a physical NC address (street + county); mailing address can be a P.O. Box separately
• No annual report required for nonprofits—This saves time and fees compared to many other states
• Calendar your E-585 refund deadlines—Oct 15 for Jan-Jun purchases, Apr 15 for Jul-Dec purchases
• Sales tax is refund-based—NC doesn't provide point-of-sale exemptions; you pay tax then request refunds semiannually
• CSL license is separate from incorporation—Don't forget to register before any fundraising activities