North Dakota State Filing Requirements
Nonprofits in North Dakota must comply with specific state requirements to maintain their good standing and tax-exempt status.
Required Non-profit Forms
Non-profits in North Dakota are required to complete several forms as part of their compliance obligations.
| Secretary of State Forms | Attorney General Forms | Federal Forms (Required for State Compliance) |
|---|---|---|
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State Filing Requirements for Non-Profits
North Dakota’s strong sense of community makes it an excellent place to start a nonprofit.
To operate legally, you must meet state filing requirements:
- Choose Your Structure – Decide between a nonprofit corporation or LLC.
- Name Your Organization – Pick a unique name that follows state rules (check availability via the Secretary of State’s FirstStop Portal; restricted terms include “bank,” “trust,” etc.).
- Appoint a Registered Agent – An agent receives official legal and tax documents on your nonprofit’s behalf.
- File Formation Documents – Submit Articles of Incorporation (for corporations) or Articles of Organization (for LLCs) with the Secretary of State.
- Adopt Bylaws & Hold Meetings – Establish bylaws, elect officers, and begin operations with your board.
Tax Exemption Requirements
To gain tax-exempt status, a nonprofit must meet specific requirements set by the IRS.
- Obtaining an IRS Determination Letter for 501(c) status(most commonly 501(c)(3)) is the critical first step, as it often dictates eligibility for state-level tax benefits, particularly the automatic North Dakota corporate income tax exemption.
- Not all nonprofits are exempt from state sales tax. Specific types (such as churches and select organizations used exclusively for charitable, educational, or religious purposes) may qualify but must request a letter of exemption from the North Dakota Tax Department.
- All 501(c) nonprofits must annually file IRS Form 990, 990-EZ, or 990-N, depending on gross receipts and type of organization.
- Applications for sales tax exemption require proof of your IRS 501(c)(3) status, your ND charitable registration, and sometimes confirmation of licensure or contracts with state agencies.
- While not a direct exemption for the non-profit, North Dakota offers a substantial 40% state income tax credit for individuals and businesses donating $5,000 or more to qualified non-profit endowments, indirectly supporting the financial health of the sector.
Filing Deadlines for Non-Profit Forms
Adhering to filing deadlines is essential to avoid penalties and maintain compliance.
Below are the key deadlines for non-profit filings in North Dakota:
| Secretary of State Deadline | |
|---|---|
| Nonprofit Corporation Articles of Incorporation | Due upon establishment of the nonprofit |
| Nonprofit Annual Report | File with the Secretary of State on or before February 1st each year. The first report is due the year following the date of incorporation/organization |
| Charitable Organization Annual Report | File with the Secretary of State on or before September 1st each year. If the initial registration is in July or August, the first report is due September 1 of the following year |
| Initial Charitable Registration | Should be filed before actively soliciting contributions in North Dakota. |
| Federal Deadlines | |
|---|---|
| Form 990 Series | Due on the 15th day of the 5th month after the organization's accounting period ends Example: For calendar year organizations, Form 990 is due by May 15 |
| Form 1023/1023-EZ | Must be filed within 27 months of incorporation to receive retroactive exemption to the date of incorporation |
Registration & Annual Filing (Non-Profits)
To operate legally as a non-profit in North Dakota, organizations must file the Articles of Incorporation with the Secretary of the State and pay the $40 filing fee.
Initial Registration
- Initial Registration Nonprofits register with the North Dakota Secretary of State by filing Articles of Incorporation or Articles of Organization, depending on their structure (corporation or LLC)
- Research IRS Requirements Before drafting the foundational documents, it is essential to delve into the specific language and provisions mandated by the IRS for the desired federal tax-exempt status (e.g., 501(c)(3)). This proactive step ensures that the state filing supports the organization's federal tax goals.
- Obtain EIN Secure a Federal EIN from the IRS. This is necessary for hiring employees, opening bank accounts, and applying for federal tax-exempt status.
- Select a Registered Agent Appoint a reliable registered agent who has a physical address in North Dakota to receive all legal and official notices. It is important to remember that the non-profit cannot serve as its own agent.
- Recruit a Board of Directors A non-profit corporation must maintain a board of at least three directors.
Annual Filing Requirements
- North Dakota Secretary of State Nonprofit Annual Report Required annually by February 1st for all registered non-profit corporations and LLCs.
- Charitable Organization Registration If you plan any charitable solicitation (gifts, contributions, membership dues), also file the Charitable Organization Registration with the state before beginning solicitation.
- Charitable Organization Annual Renewal Charitable organizations must renew their registration annually by filing a Charitable Annual Report by September 1st
- Maintain Compliance with IRSFile the annual Form 990 series (990, 990-EZ, 990-N, or 990-PF) with the IRS. Failure to do so for three consecutive years can result in automatic revocation of federal tax-exempt status.
- Keep Corporate RecordsMaintain proper corporate records, meeting minutes, and financial records as required by North Dakota nonprofit corporation law.
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Frequently Asked Questions
1. Are all nonprofits exempt from sales tax on purchases?
No. Only certain nonprofits (like nonprofit schools, hospitals, elder services, or licensed facilities) qualify—and only for specific purchases. Most nonprofits must pay sales tax unless they hold a valid exemption certificate.
2. How do I apply for a sales tax exemption certificate?
Submit a letter of application (or the official form) to the North Dakota Tax Commissioner, including proof of 501(c)(3) status, charitable registration, and licensing or funding documentation if applicable
3. How do I obtain tax-exempt status for my North Dakota nonprofit?
Apply to the IRS for 501(c) status by filing Form 1023 or Form 1023-EZ. Once you obtain an IRS Determination Letter, your organization is automatically exempt from North Dakota corporate income tax.
4. When does a non-profit organization's existence begin?
The existence of a non-profit organization begins when a certificate of incorporation or organization is issued by the Office of the Secretary of State, or within 90 days after the certificate is issued if a later effective date is specified in the articles.
5. When is the annual report due for nonprofit corporations operating in North Dakota?
Nonprofit corporations and nonprofit limited liability companies (LLCs) must file an annual report with the Office of the Secretary of State on or before February 1 of each year.
