How to Start a Nonprofit in Oklahoma

1. Name Your Organization

   Your organization’s name establishes its brand and is also important for incorporating with the state. The legal name of your nonprofit corporation may not conflict with any other organization registered in the state. Make sure the name is available and meets state requirements.

   Name Search:

   Oklahoma Secretary of State - Business Filing Department Name search

   Suffix:

   The name of the corporation must contain one of the words “association”, “company”, “corporation”, “club”, “foundation”, “fund”, “incorporated”, “institute”, “society”, “union”, “syndicate”, “limited” or one of the abbreviations “co.”, “corp.”, “inc.”, “ltd.”, or words or abbreviations of like import in other languages provided that such abbreviations are written in Roman characters or letters. Oklahoma Statutes §18-1006

2. Recruit Incorporators and Initial Directors

   Incorporators are the individuals who sign the Articles of Incorporation for your nonprofit. Oklahoma requires nonprofits to have a minimum of three incorporators. Directors make up the governing body of your nonprofit corporation and are stakeholders in your organization’s purpose and success. You’ll want to identify three, unrelated individuals to meet IRS requirements. You will also want to be aware of any age or residency requirements.

   Oklahoma director requirements:	Number: minimum 1 Qualifications: Natural person. No residency requirement. No membership requirement. Term: until successor is elected and qualified Quorum: majority Committee: minimum 1 director
   Oklahoma officer requirements:	Defined in bylaws or board resolution. One officer prepares minutes of the directors' and members' meetings and keeps a record book. Two or more offices may be held by the same individual.

3. Appoint a Registered Agent

   A registered agent is responsible for receiving legal notices on behalf of your organization. The appointed registered agent must be physically located in the state and maintain an office that is open during regular business hours. As a nationwide registered agent, our service is designed to receive your legal documents and provide secure access to those documents through your online account. Our local Oklahoma registered agent office is located in Oklahoma City, OK. We offer registered agent service independently or as part of our nonprofit formation packages.

4. Prepare and File Articles of Incorporation

   Your nonprofit’s articles of incorporation officially mark the creation of your organization. They document where and when the organization was formed and capture other information necessary to verify its existence. While requirements for language vary from state-to-state, there are some basic provisions that the IRS will look for when you apply for 501(c)(3) exemption. It is important to customize the articles for your organization and make sure you meet the state and IRS requirements. Meeting these requirements from the start will help avoid having to make amendments later or risk getting your 501(c)(3) application rejected. Some states will also require you to publish your articles of incorporation, so be mindful of any deadlines and publishing instructions.

   Agency:	Oklahoma Secretary of State - Business Filing Department
   Form:	Certificate of Incorporation
   Filing Method:	Mail, fax, in-person, or online Online Domestic Not For Profit Corporation Online Domestic Not For Profit Corporation Church
   Agency Fee:	$25
   Turnaround:	~7-10 business days by mail. ~1 business day online.
   Law:	Title 18, Section 1001 of the Oklahoma Statutes

5. File Initial Report

   After filing articles of incorporation, you must file an initial report.

   Not required

   
   
   

6. Obtain an Employer Identification Number (EIN)

   This unique, nine-digit number is assigned by the IRS to identify your nonprofit. All types of nonprofits will apply for an EIN, not only those that hire employees. You will use your EIN to open a bank account, apply for 501(c)(3) status, and submit 990 returns to the IRS.

   Agency:	Internal Revenue Service (IRS)
   Form:	IRS Form SS-4
   Instructions:	Applying for an EIN without a SSN/TIN: Online applications are not accepted if an individual does not have a SSN/TIN. Form SS-4 must be completed, signed, and faxed to the IRS, leaving the SSN/TIN field blank or adding the terminology "foreign" to that line item. To follow up on the application, call the IRS and ensure they received the application.  Depending on the agent you speak with, you may be able to obtain the EIN over the phone. The IRS may then fax the EIN documentation back to you.
   Filing Method:	Mail, phone, fax, or online.
   IRS fee:	$0
   Turnaround:	Immediately online or by phone. 4 business days by fax. 4-5 weeks by mail.
   Notes:	The IRS website is only available during certain hours. Print your EIN before closing your session. For additional guidance, see IRS Pub 1635: Understanding Your EIN.

7. Store Nonprofit Records

   As you launch your nonprofit, you will receive a number of official documents. Organizing these documents in one place will save you headaches down the road. You will soon have numerous items to keep in your records including your EIN letter, bylaws, meeting minutes, 501(c)(3) determination letter, and more.

   
   
   

   A great way to maintain necessary documentation is Records Manager, our software for storing records securely, tracking directors and officers, and getting notified of meetings.

8. Establish Initial Governing Documents and Policies

   Your bylaws are the governing document for your nonprofit. They serve as your organization’s operating manual and should be consistent with your articles of incorporation and the law. When your Board of Directors meets for the first time, you’ll review and ratify the bylaws and they will be a roadmap for governance from there.

   At the same time, you’ll also want to create and adopt a conflict of interest policy. A conflict of interest is when someone in a key position in your nonprofit has competing interests and is making choices that could benefit themselves to the harm of the organization. Personal interests should be set aside and organizational interests prioritized. If a conflict of interest does arise, it should be disclosed immediately.

   Your application to the IRS for 501(c)(3) exemption will require that both the bylaws and the conflict of interest policy are approved and adopted. Once they’ve been adopted, safely store them in your Nonprofit Records Kit.

9. Hold Organizational Meeting of the Board of Directors

   The initial organizational meeting of your Board of Directors will be incredibly productive. At this meeting you will approve the bylaws, adopt the conflict of interest policy, elect directors, appoint officers, and approve resolutions such as opening the organization’s bank account. Important decisions are being made so be sure to record them in the meeting minutes.

10. Get Oklahoma State Tax Identification Numbers/Accounts

    Oklahoma provides a single registration application to set up your nonprofit with the applicable state tax accounts.

    Submit to:	Oklahoma Tax Commission http://www.tax.ok.gov/
    Guidelines:	Oklahoma Business Registration Packet
    Fee:	$0 + fees for needed licenses
    Filing Method:	Online
    Notes:	You must include the second half of Form 40001 (Oklahoma Business Registration License and Fees). Nonprofits will need a sales tax permit to sell goods that require the collection of sales tax.

11. Apply for 501(c)

    Applying for 501(c) tax exemption can feel like the most daunting step in bringing your nonprofit dream into reality, but obtaining tax exemption comes with many benefits. You will be able to apply for grants and grow your fundraising success in addition to being exempt from IRS income tax. 501(c) is the chapter of the Internal Revenue Code that regulates nonprofit organizations. Like others, you may be most familiar with 501(c)(3) nonprofits, including charities and foundations. 501(c)(3) nonprofits apply using Form 1023 or Form 1023-EZ. Review the criteria for each application and make sure you meet the eligibility requirements set out by the IRS. Other types of nonprofits, including 501(c)(4)s and 501(c)(6)s, apply using Form 1024. After reviewing and approving your application, the IRS will return a Determination Letter officially recognizing your exemption.

    Completing the federal application for tax exemption is significantly easier with the assistance and support of a professional. Find someone with the expertise to ensure the correct application is being used and is completed accurately. A well-prepared application takes time, over 100 hours by IRS estimates, so put yourself on the path to success by finding a specialist to walk alongside you in the journey - from start to tax-exempt finish!

    Agency:	Internal Revenue Service (IRS)
    Form:	IRS Form 1023, IRS Form 1023-EZ, or IRS Form 1024
    Instructions:	IRS Instructions for Form 1023, IRS Instructions for Form 1023-EZ, or IRS Instructions for Form 1024.  Also see guidance IRS Pub 557: Tax-Exempt Status for Your Organization.
    Filing Method:	Mail
    Agency Fee:	$275 for organizations filing Form 1023-EZ and $600 for organizations filing Form 1023.
    Turnaround:	1023-EZ average: <1 month. 1023 average: 3-6 months.

    

12. Report Beneficial Ownership Information to FinCEN

    As of January 1, 2024, millions of entities in the US need to report beneficial ownership information (BOI) to the Financial Crimes Enforcement Network (FinCEN) as part of the Corporate Transparency Act (CTA). Nonprofits without 501(c) tax exemption formed before that date must submit BOI by December 31, 2024, while those formed after must submit it within 30 days of formation. Once 501(c) tax exemption is granted, the organization may claim an exemption from BOI reporting requirements via an update filing to FinCEN. Our BOI Reporting Service includes up to four initial, updated, and corrected reports per year, ensuring the data you report to FinCEN is updated.

13. Apply for State Tax Exemption(s)

    With your IRS Determination Letter in hand, make sure you familiarize yourself with your state’s requirements for recognizing your nonprofit’s tax-exempt status. This is an area where requirements vary state-by-state. Many states issue their own tax-exempt certificate that can be used for sales and use tax purposes, but it may require application and periodic renewal.

    To file to obtain exemption from state income tax:

    Not required

    
    
    

    Upon obtaining your IRS Determination Letter, your organization is automatically exempt from Oklahoma corporate income tax. No application or notification is necessary.

    More information: Oklahoma Tax Commission

    To file to obtain Sales Tax Exemption:

    Agency:	Oklahoma Tax Commission
    Form:	Form 13-16-A: Application for Sales Tax Exemption
    Instructions:	https://www.ok.gov/tax/documents/PktE.pdf
    Agency Fee:	$0
    Notes:	Not all 501(c) recognized nonprofits are exempt from sales tax. There are a number of specific exemptions that exist.

14. Register for Charitable Solicitation (Fundraising)

    This is another area where laws differ from state to state, but most states require any nonprofit soliciting donations to register to do so on an annual basis. This means registering in the state prior to soliciting any resident of that state. Registering in your home state is essential, but you may also need to register other states depending on the scope of your organization.

    Oklahoma Charitable Organization Registration

    Agency:	Oklahoma Secretary of State - Charitable Organizations Section
    Law:	Oklahoma Statutes Ann. § 18-552.1 to § 18.552.24
    Foreign Qualification is Prerequisite:	No
    Registered Agent (Special Agency) Required?	No

    Automatic Exemption

    More Details

    Exemption Eligible Organizations:

    Organizations incorporated for religious purposes and actually engaged in bona fide religious programs, and other organizations directly operated, supervised, or controlled by a religious organization Educational institutions that have a faculty, regularly enrolled students and offer courses of study leading to the granting of recognized degrees when solicitations of contributions are primarily confined to its student body and their families, alumni, faculty and trustees and any 501(c)(3) organization authorized by and having an established identity with such institutions Fraternal organizations, when soliciting from their own members, and patriotic and civic organizations, when solicitation of contributions is confined to the membership of said organizations, and the solicitation is managed by their own membership without paid solicitors Persons soliciting contributions for a named individual person, when such individual person is specified by name at the time of solicitation, the purpose for such contribution is clearly stated, and if the gross contributions collected, without any deductions whatsoever for the benefit of the solicitor or any other person, be deposited directly to an account in the name of the beneficiary

    Law:

    OK Stat § 18-552.4

    Initial Registration

    More Details

    Form:	SOS FORM 101-01/13: Registration Statement of Charitable Organization
    Filing Method:	Mail or online.
    Agency Fee:	Depends on annual contributions: $15 if contributions did not exceed $10,000 $65 if contributions exceeded $10,000 There is a 4% credit card fee if filing online.
    Turnaround:	1 week
    Original Ink:	Not required
    Notarization Required?:	Not required
    Notes:	The president, chairman, or principal officer must sign. The signature need not be notarized. The secretary will mail back a statement of receipt and certificate. Some Oklahoma counties and municipalities may require charities that solicit in-person to register prior to fundraising.
    Before you Apply:	Domestic Applicants: Check the available exemptions to see if your charity is eligible for exemption from the full registration requirement. Look through the list of required attachments and make sure that you have each required document in hand before starting the registration application. Foreign Applicants: Check the available exemptions to see if your charity is eligible for exemption from the full registration requirement. Look through the list of required attachments and make sure that you have each required document in hand before starting the registration application. If you will foreign qualify in Oklahoma, obtain a certificate of good standing from your home state to submit during the foreign qualification process. The certificate cannot be more than 60 days old when filing foreign qualification documents.
    How to Apply:	Domestic Applicants: File entity formation documents with the Oklahoma Secretary of State - Business Filing Department. Submit a Registration Statement of Charitable Organization and all required attachments to the Oklahoma Secretary of State - Charitable Organizations Section. Foreign Applicants: Determine whether or not your charity will need to foreign qualify based on your activity in Oklahoma. If not required, skip to number 3. File foreign qualification documents with the Oklahoma Secretary of State - Business Filing Department. Submit a Registration Statement of Charitable Organization and all required attachments to the Oklahoma Secretary of State - Charitable Organizations Section.
    Required Attachments:	IRS determination letter List of officers and directors Professional Fundraiser Attachment (if applicable)

    Registration Renewal

    More Details

    Form:	SOS FORM 101-01/13: Registration Statement of Charitable Organization (Renewal)
    Filing Method:	Mail or online.
    Agency Fee:	Depends on annual contributions: $15 if contributions did not exceed $10,000 $65 if contributions exceeded $10,000 There is a 4% credit card fee if filing online.
    Due:	Annually before the anniversary date of your initial registration (if first renewal) or previous renewal filing. This means that your renewal date will change every year unless you file on the same day every year. You will not receive a renewal reminder. There is no specific filing window for renewals.
    Due Date Extension:	Oklahoma does not grant extensions for charitable organization registration.
    Original Ink:	Not required
    Notarization Required?:	Not required
    Penalties:	There are no late fees, but penalties may be applicable if solicitation occurred while not being registered.
    Notes:	Note the list of attachments required. The president, chairman, or principal officer must sign. The signature need not be notarized.
    Required Attachments:	List of officers and directors Professional Fundraiser Attachment (if applicable)

    Reinstatement

    Not required

    
    
    

    Formal reinstatement is not required. Charities who wish to renew a lapsed registration should submit a renewal filing and pay the renewal fee for the most recent fiscal year.

    Cancelation

    More Details

    Agency Fee:	$0
    Notes:	To close out your registration, either submit a letter requesting cancelation or simply let the license lapse.

    To fundraise nationally or online, please see our Fundraising Compliance Guide. Our services manage your initial, renewal, and exemption filings in every state.

15. Obtain Other Business Licenses & Permits

    Running your nonprofit corporation legally also means securing all applicable licenses and permits. The range of local, state, and federal requirements is wide. Access resources like the Small Business Administration Business License & Permit look-up tool and search by your business type and locality.

Frequently Asked Questions

You’ve made it! You turned your passion into a legitimate nonprofit corporation exempt under IRS 501(c) and are benefiting your community. That solid foundation on which you built your organization requires ongoing maintenance. Investing in maintaining compliance with all of the government agencies is an ongoing responsibility and commitment needed to ensure your vision continues long into the future. Check out our compliance guide to learn more!

Once you have registered your nonprofit per the steps listed above, you will need to maintain compliance with all of the government agencies. Staying current with the IRS and state requirements is an ongoing responsibility. Continue reading our Oklahoma nonprofit compliance guide to learn more!

Continue reading "Oklahoma Nonprofit Compliance"

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