How to Change a 501(c)(3) Corporation's Name

By Jeffry Olson, J.D.

How to Change a 501(c)(3) Corporation's Name

By Jeffry Olson, J.D.

A 501(c)(3) corporation is a nonprofit corporation registered and approved by the U.S. Internal Revenue Service (IRS). Unlike other corporations, whose purpose is making a profit for shareholders, these corporations promote a charitable, educational, religious, or public safety purpose. The IRS reviews applications for this business status. If approved, donations to these companies are deductible from taxable income.

Because all corporations are originally formed under the laws of the state in which they exist, a 501(c)(3) corporation must change its name at the state level as well as with the IRS. Follow these steps for changing the name of this type of corporation.

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1. Choose the new name and confirm availability.

Choose a new name that complies with your state's requirements. This typically includes the word "corporation" or a similar term, such as "corp." or "inc."

The new name must also comply with naming rules for a 501(c)(3). The name may not suggest a purpose for the business that is not allowed pursuant to IRS rules limiting these corporations.

Your chosen name must also be available in your state, which you can confirm with a search on the website of the state agency that regulates businesses. The name must not be the same or too similar to a name already in use in your state.

2. Hold a board of directors meeting.

The corporation's board of directors must vote on a name change. The articles of incorporation or bylaws of the corporation should provide the method for calling a meeting of the board of directors. Typically, the chairman of the board or some other corporate officer may call a meeting of the board. Comply with any notice requirements, including time limits, and identify the purpose of the meeting. Inform board members of the proposed name change.

3. Vote on the name change.

The corporation's board of directors must approve a name change, as it requires an amendment of the articles of incorporation. The articles of incorporation or bylaws detail the process for amending the articles. One or both of these documents should also include the required vote for an amendment. A written record of the meeting, called minutes, must detail the amendment and the vote on the name change. If the board approves the amendment, the name change process may continue.

4. File the amendment to the articles of incorporation.

The corporation must file an amendment to the articles of incorporation detailing the name change with the appropriate state agency in its jurisdiction, usually the Secretary of State. Often, you can accomplish this online. The amendment requires payment of a fee. If the state approves the amendment, obtain proof of the amendment from the appropriate agency.

5. Notify the IRS.

Notify the IRS of the name change for your corporation. Review the IRS's current procedures for a name change.

This includes filing your 501(c)(3) corporation's tax return and indicating on the return that you are changing the name of your business. Include the new name of the nonprofit where appropriate. In addition, attach a copy of the amended articles of incorporation. Include proof that the state has accepted the amendment to the articles of incorporation.

Further, request a new 501(c)(3) letter from the IRS indicating the new name of your nonprofit corporation.

6. Notify the public.

This is more of a practical step than a legal one, however, the organization should inform the public as well as its members of the name change for the nonprofit corporation. This includes updating websites, social media, and bank accounts. Also, inform any donors of the name change for future contributions.

Changing the name of a 501(c)(3) requires complying with state requirements as well as requirements of the IRS. The state requirements are those typical for any corporate name change, including selecting and confirming a new name, approval by the board of directors, and filing the amended articles of incorporation. The proper procedure for informing the IRS must also be followed. Finally, by informing the appropriate parties of the name change after its approval by the state and the IRS, your company should be able to continue operating under its new name with few issues.

This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not LegalZoom, and have not been evaluated by LegalZoom for accuracy, completeness, or changes in the law.