Arkansas does more than many other states to make it easy for anyone to form a nonprofit organization. The Business & Commercial Services division of the Arkansas Secretary of State's office maintains a website that contains step-by-step formation instructions and enables you to file nonprofit articles of incorporation online. The state also provides fill-in templates for nonprofit articles that address two different scenarios: state nonprofits that plan to seek federal tax-exempt status under section 501(c)(3) of the tax code and state nonprofits that do not plan to seek tax-exempt status.
Board of Directors
The Arkansas Nonprofit Corporation Act requires organizations that want to incorporate to appoint an initial board of directors of at least three individuals to guide the organization through the incorporation process. The initial board serves until the first official meeting of the organization's management or membership after it is incorporated, at which time a permanent board is empaneled. The initial directors are usually the founders of the organization. Start-up nonprofits sometimes skip the step of appointing an initial board; whoever is the driving force behind the establishment of the organization simply files the incorporation paperwork. Technically, however, the formative decisions regarding incorporation, organizational mission and name should be made by vote of an initial board.
The organization must authorize at least one person to act as an incorporator. The incorporator is responsible for preparing and filing the nonprofit articles of incorporation. The incorporator can be a founder, initial director or outside third party, such as an attorney. The incorporator signs the articles of incorporation, attesting to the truthfulness of the information presented and serving as the point of contact if the state has questions about the filing.
To incorporate a nonprofit in Arkansas, an organization must chose a name that is unique and not similar to a name in use by any other business operating in the state. The Arkansas Secretary of State's office maintains a business entity database that is accessible for its website. You can search the database to make sure that the name you want to use is available.
Arkansas law requires nonprofits to designate a registered agent. A registered agent is a person or business entity that agrees to accept official mail and court summonses on behalf of the nonprofit. The agent can be an individual or another business, including a board member, attorney or company that provides registered agent services for a fee. The registered agent must maintain a physical address in the state, not a post office box.
Articles of Incorporation
To form a nonprofit in Arkansas, you must file nonprofit articles of incorporation with the Business & Commercial Services division of the secretary of state's office. All of the information for completing this filing is available on the secretary of state's website. In the nonprofit corporation section of the website, you have the option of preparing articles of incorporation online and filing them electronically or downloading a PDF template that you can complete on a computer and file by mail. The state provides a version of the articles that is appropriate for state nonprofits that do and do not plan to apply for federal tax-exempt status. Both versions require the name and address of the nonprofit, a statement of its nonprofit mission and the names and addresses of its registered agent, initial directors and incorporator. The version that is appropriate for nonprofits planning on seeking tax-exempt status contains further boilerplate language that complies with IRS 501(c)(3) charitable requirements. You must pay a fee to the state to file the articles.
Authority to Solicit Donations
You can form an Arkansas nonprofit without taking the next step to obtain tax-exempt status from the IRS. However, if you do apply for tax-exempt status and plan to solicit donations from the public, you must also register your nonprofit with the Arkansas Attorney General's Office.