How to Start a 501(c)(3) Nonprofit in New York

To start a 501(c)(3) nonprofit in New York, you form a not-for-profit corporation with the Department of State, get an Employer Identification Number from the IRS, apply to the IRS for recognition of federal tax-exempt status, then apply separately for New York tax exemptions and register with the state Attorney General’s Charities Bureau before you solicit any donations. Government fees start at roughly $675 if you qualify for the streamlined federal application, or about $1,000 using the standard one. New York adds a wrinkle most states don’t: depending on what your nonprofit does, a specific state agency may have to sign off before the Department of State will even accept your formation papers.

Pick a Name and a Qualifying Purpose

Your corporate name has to be distinguishable from any entity already on file with the New York Department of State. You can confirm availability by submitting a written request to the Division of Corporations; the online Corporation and Business Entity Database is built for status lookups on existing entities, not availability searches.¹

One quirk worth knowing: New York exempts corporations formed for charitable or religious purposes from the usual requirement to include “Incorporated,” “Corporation,” “Limited,” or an abbreviation in their name.² Civic, social, or trade associations still need the designator.

Your Certificate of Incorporation must state the organization’s purpose, and that purpose has to fit a category the IRS recognizes under 501(c)(3): charitable, religious, educational, scientific, literary, testing for public safety, fostering amateur sports competition, or preventing cruelty to children or animals.³ The IRS also requires that no part of the organization’s earnings benefit any private individual and that the organization not engage in political campaign activity.⁴

Line Up Directors and Draft Bylaws

New York requires a minimum of three board members for a charitable corporation.⁵ Directors must be at least 18 under the Not-for-Profit Corporation Law’s definition of “adult.”⁶ Their names and addresses go into the Certificate of Incorporation.⁷

Decide early whether your nonprofit will have a formal legal membership. Charitable nonprofits in New York can have members but don’t have to. Without a membership, the board becomes self-perpetuating and current directors elect their own replacements. With a legal membership, members get voting rights over board elections and major decisions like mergers or asset sales. Calling supporters “members” and sending them a newsletter doesn’t create a legal membership unless your Certificate of Incorporation or bylaws specifically establish one.

Bylaws govern how the organization runs: meeting schedules, officer roles, voting procedures, and conflict-of-interest handling. They aren’t filed with the state, but the IRS will ask for them with your tax-exempt application. The IRS specifically looks for a conflict of interest policy with a disclosure process for board members’ financial conflicts and a requirement that conflicted individuals recuse themselves from related votes.⁸

Check Whether a State Agency Must Approve You First

This is the step most guides skim and the one most likely to stall your formation. New York requires certain categories of nonprofits to obtain approval from a designated state agency before the Department of State will accept their Certificate of Incorporation.⁹ Which agency depends on your purpose. Common examples:

Schools, colleges, universities, libraries, museums, or historical societies need approval from the Department of Education, Office of Counsel.
Organizations serving children (foster care, adoption, day care, shelters for unmarried mothers, residential programs for domestic violence victims) need approval from the Office of Children and Family Services.
Hospitals and health-related facilities need approval from the Commissioner of Health or the Public Health and Health Planning Council.
Substance abuse programs need approval from the Office of Alcoholism and Substance Abuse Services.
Trade or business associations need approval from the Attorney General’s Antitrust Bureau.

If your purposes don’t fall into a regulated category, your Certificate of Incorporation must include a statement that no consent or approval is required. That satisfies the Department of State for filing.⁷ A purely charitable organization running a food bank typically needs no agency approval. An after-school educational program might, depending on structure. When in doubt, check NPCL Section 404 or talk to a nonprofit attorney before filing.

File the Certificate of Incorporation

The Certificate of Incorporation is what legally creates your nonprofit. You file it with the New York Department of State. It must include your corporate name, purpose, the county where your office will be located, the names and addresses of initial directors, and a designation of the Secretary of State as agent for service of process, meaning the Secretary of State will accept lawsuits on your behalf and forward them to an address you specify.⁷ You can also name a separate registered agent in New York, but it’s optional.

The filing fee is $75.¹⁰ Mail the completed form and fee to the Division of Corporations at One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231, or deliver it in person. Expedited processing is available: $25 for 24-hour, $75 for same-day, and $150 for two-hour.

If any agency approvals were required under NPCL Section 404, copies have to be attached to the certificate before filing.⁹

Get an Employer Identification Number

Once your Certificate of Incorporation is accepted, apply for an Employer Identification Number from the IRS. This nine-digit number is required for tax filings, opening a bank account, and the federal tax-exempt application. The IRS issues EINs free and recommends forming your entity with the state first.¹¹ You can apply online and get the EIN immediately.

Apply to the IRS for 501(c)(3) Recognition

With the EIN in hand, apply to the IRS for recognition as a tax-exempt organization under Section 501(c)(3). This is what lets your nonprofit avoid federal income tax and lets donors deduct contributions.⁴

Form 1023 (Standard Application)

Most organizations file Form 1023, the full application. It requires your Certificate of Incorporation, bylaws, conflict of interest policy, financial projections, and a detailed description of your activities. The user fee is $600, and everything is submitted electronically through Pay.gov.¹² As of early 2026, the IRS issues 80% of Form 1023 determinations within about 191 days, so plan for roughly a six-month wait.¹³

Form 1023-EZ (Streamlined Application)

Smaller organizations that project annual gross receipts under $50,000 for each of the next three years and hold total assets under $250,000 can use the streamlined Form 1023-EZ.¹⁴ The user fee is $275, and the IRS typically issues 80% of these determinations within 22 days.¹³ Not every organization qualifies; complete the eligibility worksheet in the Form 1023-EZ instructions to confirm you can use it.

One exception worth noting: churches, synagogues, temples, and mosques are generally treated as tax-exempt under 501(c)(3) without filing either application.¹⁴ The same applies to organizations with annual gross receipts normally at or below $5,000. Either can still apply if they want a formal determination letter.

Apply for New York Tax Exemptions

Federal 501(c)(3) status doesn’t automatically exempt you from New York taxes. Each state exemption is a separate application.

Corporation Franchise Tax

New York imposes a franchise tax on corporations doing business in the state. To claim the exemption, file Form CT-247 with the Department of Taxation and Finance, together with your IRS determination letter, Certificate of Incorporation, and bylaws. The organization must be organized and operated as a nonprofit, have no stock or shares, and be exempt from federal income tax under Section 501(a).¹⁵ If the organization later earns income in New York from activities unrelated to its charitable purpose, that gets reported separately on Form CT-13.

Sales Tax

To make purchases free of New York sales tax, apply using Form ST-119.2, Application for an Exempt Organization Certificate, submitted to the Department of Taxation and Finance.¹⁶ If approved, the department issues a certificate you present to vendors when buying tax-free.¹⁷

Real Property Tax

Property tax exemptions are handled locally. If your nonprofit owns or leases real property, apply with the assessor’s office in the municipality where the property sits, using a form prescribed by the Office of Real Property Tax Services.¹⁸ These applications are tied to the taxable status date in your jurisdiction, so check with your local assessor early.

Register with the Charities Bureau Before Fundraising

Before soliciting any donations in New York, charitable organizations must register with the Attorney General’s Charities Bureau.¹⁹ Initial registration uses Form CHAR410, submitted with your Certificate of Incorporation, bylaws, and IRS determination letter. Register before you start asking for money.

Once registered, you file an annual financial report on Form CHAR500. The deadline depends on your registration type. Organizations registered under the Estates, Powers and Trusts Law (EPTL) must file within six months after the end of their fiscal year. Organizations registered under Article 7-A (generally those soliciting over $25,000 annually) or under both EPTL and 7-A must file within four and a half months after fiscal year-end. You can request up to two three-month extensions by email, but only if you’re current on all prior years.

Keep the Status: Ongoing Compliance

Getting your determination letter is the beginning. The ongoing filings are where organizations stumble.

Federal Annual Returns

Nearly every 501(c)(3) files an annual information return with the IRS. The form depends on size:

Form 990-N (e-Postcard) for organizations with gross receipts normally at or below $50,000.
Form 990-EZ for organizations with gross receipts under $200,000 and total assets under $500,000.
Form 990 for organizations with gross receipts of $200,000 or more, or total assets of $500,000 or more.

Miss the required annual return or notice for three consecutive years and the IRS automatically revokes your tax-exempt status. There’s no appeal. Once revoked, the organization can no longer receive tax-deductible contributions and may owe federal income tax on its earnings; regaining exempt status means filing a new application with the full user fee.²⁰

Public Disclosure

Tax-exempt organizations must make their annual returns and exemption application available for public inspection on request.²¹ Most organizations satisfy this by posting their returns on their own website or a platform like GuideStar.

Political Activity and Lobbying Limits

A 501(c)(3) is absolutely prohibited from participating in any political campaign for or against a candidate for public office, including publishing or distributing statements for or against candidates. Violating this can cost you tax-exempt status entirely.²²

Lobbying is treated differently. Your organization can do some lobbying, but it cannot be a substantial part of your activities. Lobbying here means contacting legislators to propose, support, or oppose specific legislation, or urging the public to do the same; it does not include communicating with executive or judicial officials.²³ The IRS offers two ways to measure whether lobbying crosses the line: the substantial part test (fact-dependent and vague) and the expenditure test under Section 501(h), which uses concrete spending thresholds. Nonprofits that plan to lobby at all often make the 501(h) election to work from real numbers rather than guess at what “substantial” means.

1
Department of State. Reservation of Name for Domestic and Foreign Business Corporations
2
New York State Senate. New York Not-For-Profit Corporation Law NPC 301
3
Office of the Law Revision Counsel. 26 US Code 501 – Exemption From Tax on Corporations, Certain Trusts, Etc
4
Internal Revenue Service. Exemption Requirements – 501(c)(3) Organizations
5
New York State Attorney General. Governance for Charities and Nonprofits
6
New York State Senate. New York Not-For-Profit Corporation Law 102 – Definitions
7
New York State Senate. New York Not-For-Profit Corporation Law 402 – Certificate of Incorporation – Contents
8
Internal Revenue Service. Form 1023 – Purpose of Conflict of Interest Policy
9
New York State Office of the Attorney General. Procedures for Incorporating a New York Not-for-Profit Corporation
10
Department of State. Certificate of Incorporation for Domestic Not-for-Profit Corporations
11
Internal Revenue Service. Get an Employer Identification Number
12
Internal Revenue Service. Form 1023 and 1023-EZ – Amount of User Fee
13
Internal Revenue Service. Where’s My Application for Tax-Exempt Status?
14
Internal Revenue Service. Instructions for Form 1023-EZ
15
New York State Department of Taxation and Finance. Application for Exemption from Corporation Franchise Taxes by a Not-for-Profit Organization – Form CT-247
16
New York State Department of Taxation and Finance. Sales Tax Exempt Organizations
17
New York Department of Taxation and Finance. Instructions for Form ST-119.2 – Application for an Exempt Organization Certificate
18
New York State Department of Taxation and Finance. Instructions to Assessors – Application for Real Property Tax Exemption for Non-Profit Organizations
19
Legal Information Institute. New York Code 13 NYCRR 91.4 – Initial Registration
20
Internal Revenue Service. Automatic Revocation – How to Have Your Tax-Exempt Status Reinstated
21
Internal Revenue Service. Exempt Organization Public Disclosure and Availability Requirements
22
Internal Revenue Service. Frequently Asked Questions About the Ban on Political Campaign Intervention by 501(c)(3) Organizations – Overview
23
Internal Revenue Service. Lobbying