Starting a Nonprofit in New Hampshire

Starting a Nonprofit organization in New Hampshire is governed by Chapter 292 of the New Hampshire revised statutes.

Scope of the Chapter This chapter is applicable to starting of religious, civic, charitable, educational, scientific or social nonprofit organizations.

The provisions of this section are applicable to starting of NPOs that promote the cause of temperance,charitable or religious cause,literary and scientific causes, libraries, lyceums, musical, agricultural, literary, or scientific associations, the promotion of education and the arts and sciences by any other means and for mental improvement, hospitals, homes for the aged and for invalids, burial grounds, Free Masons, Odd Fellows, social recreation,care of walks, parks, recreational and athletic facilities, commons, roads and streets, planting, cultivation, and protection of shade, ornamental, and forest trees, agriculture, recreational and athletic facilities,prevent cruelty to animals,fishery, and other purpose which is considered as tax exempt under section 501 of the IRS Code of 1954.

Eligibility for starting a Nonprofit organization in New Hampshire

1) Minimum 5 or more people are required to act as Incorporators to start a Nonprofit organization.

2) The Nonprofit organization must be represented by a resident agent who must have a valid street address of New Hampshire. This address is also to act at the registered office address of the proposed Nonprofit organization. This address may or may not be the address of principal place of business of the Nonprofit organization.

Steps Involved in starting a Nonprofit organization in New Hampshire

Step 1) Choosing a Name for the Non profit organization – As per New Hampshire statute, the Name of the Nonprofit organization must be distinguishable from the name of any entity operating out of the State.

Corporate designators like Inc.. Corp, Ltd. etc are not required in New Hampshire unlike may other states where they are mandatory.

Recommended read: Naming a Nonprofit organization.

Step 2) Drafting the Articles of Agreement

As per New Hampshire revised statutes, the Articles of Agreement must include the following clauses –
a) The name of the proposed Non profit organization as per requirements described above.

b) The object or purposes for which the Non profit organization is being established.

c) A clause specifying whether or not the Nonprofit organization will have provisions for membership.

d) A dissolution clause which specifies the provisions for disposition of the organizations assets in case it is decided to dissolve the Nonprofit organization in future.

e) The address of the principal place of business of the Nonprofit organization.

f) The provisions applicable to issuance of membership certificates, if the organization proposes to allow for membership.

g) The articles of agreement may specify clause that eliminates or limits the personal liability of any class of members of the Non profit organization except with respect to: Any breach of loyalty by its members or any Acts not done in good faith, involving intentional misconduct or any transaction whereby any member has derived improper personal benefit.

h)The name, postal address and signature of all the Incorporators of the Non profit organization.

Clauses required for obtaining IRS 501(c)(3) tax exempt recognition

If a NPO wishes to seek tax exempt recognition under section 501(c)(3) of the IRS code, it must include the following clauses to its Article of agreement –

1) Object Clause: The Object or the Purpose Clause of the Article of agreement must include a statement specifying that “the Non profit organization is being organized for charitable, educational, religious, or scientific purposes as defined under Section 501(c) (3) of the IRS Code”.

2) Inurement of Income: The Article of Agreement must include a clause that prohibits any inurement of the Income of the Non profit organization for the benefit of its officers, directors or any class of members.

3) Legislative or Political Activities: – The Articles of Agreement should include a section that prohibits the organization from any transaction involving spreading of propaganda or at trying to influence legislation through political campaigning or lobbying.

4) Operational Limitations : The Article of Agreement should include a section that restricts the organization and its members from undertaking any activity that is specifically not permitted to be carried on by a organization that is tax exempt under Section 501(c) (3) or Section 170(c) (2) of the IRS Code of 1954.

5) Dissolution Clause: The Articles must include a dissolution clause that states that if the organization is dissolved, its Assets will be disposed off only to another 501(c)(3) exempt organization(s).

Step 3) Executing and Filing the Articles of Agreement

The Article of Agreement drafted as above must be printed in duplicate (One original and one exact or conformed copy) on 8.5″ x 11″ paper in black ink and signed on all pages by all the Incorporators of the Nonprofit organization.

A detailed Instruction for executing the Article of Agreement can be downloaded here.

Fee payable The fee payable for filing the articles of agreement with the Corporate Division of New Hampshire is $25.00.
Subsequent to filing with the corporate division, a copy of the Article of agreement is also to be filed with the to the town/city clerk where the registered office is located. The filing fee for filing the articles of agreement with the City clerk is $5.00.
The fee is payable through check favoring – “State of New Hampshire”

Where to file
Duly filled article of agreement along with check for the requisite filing fee must be mailed across to :

Corporate Division, Department of State
107 N Main St.
Concord, N.H. 03301-4989

The office can also be contacted on telephone: (603) 271-3246 or on
a Help Line no.: 1-800-735-2964 for any queries related to forming a Nonprofit organization in New Hampshire.

Time required – Incorporating a Non profit organization in New Hampshire can be completed in 3-7 days. Provision for same day expedited filing is also available upon payment of expedite fee.

Birth of the Nonprofit organization –
A Nonprofit organization comes into formal legal existence in New Hampshire upon successful filing of the Article of Agreement with the Corporation division of the office of the Secretary of State, New Hampshire.

Post Incorporation formalities

1) The Nonprofit organization should file a copy of the Article of Agreement with the office of the clerk of the city/town where the registered office of the Nonprofit organization is located.

2) The Nonprofit organization should conduct its first board meeting to adopt the organization’s bylaws. This should be followed by opening of a checking account by passing a resolution for the same.

3) The Nonprofit organization should then apply for obtaining the Federal I.D number, Employer Identification Number and application for obtaining Federal tax exempt recognition under section 501(c)(3) of the IRS code.

4) For obtaining Exemption From the N.H. Business Profits Tax, a Nonprofit organization is to contact:  The Department of Revenue Administration, Taxpayer Assistance office, P.O. Box 457, Concord, New Hampshire, 03302-0457, (603) 271-2191.

5)A Nonprofit organization should also contact The Charitable Trusts Division of the N.H. Attorney General’s office for information about financial reporting requirements at: Department of the Attorney General, Charitable Trusts Division, 33 Capitol Street, Concord, NH 03301-6397, (603) 271-3591.

Conclusion- The process of filing for Incorporation process is a valuable learning experience that introduces the Incorporators with all the legal processes and systems that would be expected of the organization to follow.

Alternatively , the process of Incorporation can be outsourced to professional Incorporation service providers.

It is however not advised to let the service provider draft the Article of Agreement or the bylaws of the NPO as these two documents eventually govern how a nonprofit functions on a day to day basis.