What legal documents are required when starting a nonprofit corporation?

While there are many important documents needed to help form nonprofits, and the needs of a nonprofit will depend on the state and industry in which it operates, the three vital documents every nonprofit must have are the articles of incorporation, corporate bylaws, and meeting minutes.

Articles of incorporation are required for the nonprofit to be officially recognized as a corporate entity by the state. Corporate status affords many tax and legal benefits, including protecting the members, officers, and employees from personal liability for the nonprofit’s obligations.

Corporate bylaws are required for 501(c)(3) nonprofits in most states, and most nonprofits find them extremely helpful even when not legally required. Bylaws spell out the fundamentals of how the nonprofit will be governed, including how the board of directors will operate and how annual meetings will be conducted.

Meeting minutes perform the important function of memorializing all of the actions taken at board meetings. Since board meetings typically only cover issues that are of critical importance to the nonprofit, having a record of the topics discussed, the resolutions passed, and how each director votes will be valuable in seeing how key decisions were made. This formality helps show the separation between board members and the corporation that is necessary for maintaining status as a corporation. They can also be used in court as a helpful means of defense against a variety of legal battles.

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