A 501(c)(3) corporation, otherwise known as a nonprofit, is an organization that is organized under state law but has a special tax status granted to it by the IRS. These groups are not meant to enrich individuals, but promote a charitable, religious, educational or public safety purpose. Individuals can make donations to these groups and deduct those amounts from their taxable income. If a 501(c)(3) corporation wishes to change its name, it must file with both the state it is organized in and the IRS.
Choose a name. The name should convey the purpose of the organization and include the word “corporation” or “incorporated.” It cannot suggest a connection with another entity or business that a 501(c)(3) cannot participate in. Words such as federal, United States, lawyer, cooperative, and trust are often not permitted to be used as part of the name of a 501(c)(3).
Search your state's business entity database to ensure the name you are thinking of using is available. A nonprofit cannot have a name that is the same or similar to another corporation that already exists in the state where the 501(c)(3) is headquartered.
Call a meeting of the nonprofit’s board of directors. The process for calling such a meeting is typically found in the nonprofit's bylaws. Normally, either the board’s Chairman or another authorized person must call the meeting and provide sufficient notice to all of the directors so they can attend. Sometimes notice may be waived if the directors who do not attend submit a waiver saying they did not require notice and they waive their right to it. The notice should state what the purpose of the meeting is and the proposed name.
Vote on the name change. Changing a name requires amending the nonprofit’s articles of incorporation. The bylaws likely outline the type of majority required to amend the articles. States generally require that all corporations, including 501(c)(3)s, keep minutes of the meeting. The minutes should include what was voted on, a copy of the initiative and the results of the vote.
File the amendment with the state business registrar. Generally, the registrar is the Secretary of State. The state office should provide you with the forms you need to complete to file the amended articles. Obtain documented proof that the registrar received and accepted your nonprofit’s amended articles.
File your 501(c)(3)’s tax return and inform the IRS of the name change using that return. On Item B of page one of Form 990, Return of Organization Exempt from Income Tax, check the name change box. Where the form asks for name, write the nonprofit’s new name. Attach a copy of the amended articles of incorporation as well as documented proof that the state where the nonprofit is incorporated accepted the amended articles.
Request a new 501(c)(3) letter with the nonprofit’s new name. Wait until after the IRS has processed the most recent 990. Consider contacting the Exempt Organizations branch of the IRS to ensure the name has been changed by calling (877) 829-5500. Complete Form 4506-A, Request for Public Inspection or Copy of Exempt or Political Organization IRS Form, and submit to the IRS, RAIVS UNIT MS: 6716, Ogden, UT 84201. You can also fax the return to 801-620-7896. It may take up to 60 days to receive a copy of the letter.
References & Resources
- BoardSource: What is a 501(c)(3) organization
- Citizen Media Law Project: Forming a Nonprofit Organization
- Citizen Media Law Project: Articles of Incorporation for Nonprofits
- The Business Advisor: Corporate Minutes: Rules to help you keep your own minutes
- Internal Revenue Service: Instructions for Form 990 – Return of Organization Exempt from Income Tax
- Internal Revenue Service: Instructions for Form 4506-A – Request for Public Inspection or Copy of Exempt or Political Organization IRS Form
- Internal Revenue Service: How to Contact the Tax Exempt and Government Entities Division
- IRS Form 990: Return of Organization Exempt from Income Tax
- IRS Form 4506-A: Request for Public Inspection or Copy of Exempt or Political Organization IRS Form