Sustainable Bliss

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Dissolving a Non Profit

Did your non profit get absorbed into another one, or has it lost its active status? You have three options:

  1. transition it to a new team
  2. suspend it
  3. officially dissolve it

Transition a Non Profit

If your current team is no longer interested in pursuing your non profit's mission, but there is a new team that would like to do so, you simply need to have the existing board vote the new board into place, and have them elect officers. The mission of the new folks must be consistent with the existing organization, or else the following steps should be taken:

  1. Ensure that the new mission is consistent with the current non profit status of the organization
  2. Amend the Bylaws and Articles of Incorporation to reflect the new mission
  3. Notify the IRS via the annual 990 filing
  4. In California, file a Certificate of Amendment of Articles of Incorporation with the Secretary of State ($30)

Suspend a Non Profit

You might want to suspend your non profit instead of dissolving it if you think it might become active within 2 years, or you think there is another organization that may want to take it over.

Dissolve a Non Profit

Here's what you need to do to officially dissolve a non profit.

Creating a Non Profit

I went through the process of helping to create a non profit for First Friday: Oceanside Art Walk. I'll share that process here. How to decide

  • Option 1: work with an established organization as fiscal agent
    • similar mission
    • typical fees 5%-10%
  • Option 2: join an existing organization
    • make sure it is a cultural fit
  • else pursue 501(c)(3)


  • buy-in from a group of people - if it is going to be a community organization there must be more than just one person invested

First things first

  • develop mission statement
    • answers purpose, how, who benefits
      • example: "The mission of United Way of York County is to inspire the people of York County to make a difference in the lives of their neighbors through financial generosity and volunteer commitment"
  • create board of directors, elect officers
    • establish policy, exercise fiscal responsibility and oversee management (Association of Fundraising Professionals)
    • minimum officers are President, Secretary, Treasurer/CFO
      • President cannot be Secretary or Treasurer, but the person holding the Secretary role can also be the Treasurer
      • Officers cannot be paid for those roles
    • Executive Director cannot be President, but can be Secretary or Treasurer
    • evaluate time, talent, treasure
  • decide whether to engage a lawyer
    • ours made it easy, providing the following services:
      • checked name availability
      • procured EIN
      • created/filed articles of incorporation
      • drafted bylaws
      • drafted initial meeting minutes
      • created/filed IRS Form 1023
      • drafted CT-1
      • drafted FTB 3500A
  • Bylaws
    • rules for calling board meetings, define quorum
    • how/when board members  and officers are selected/elected/removed
    • officer job descriptions
    • pitfalls
    • checklist
  • file Articles of Incorporation ($98)
  • get an Employer Identification Number (EIN)
    • donation letter text: "To comply with IRS requirements regarding charitable donations, we affirm that no goods or services have been provided to you, in whole or in part, in consideration for your contribution."
  • file IRS Form 1023 ($400)
    • no corporate income tax
    • accept tax deductible donations

Put everything in place

  • check name availability
  • create bank account
    • in general, a bank needs your EIN and a copy of the endorsed Articles of Incorporation and possibly the organization's bylaws, signed by the officers
    • the signers on the account should be officers
    • banking rules/guidelines
  • establish PO Box and physical address
  • establish phone number
    • grab free number from Google Voice and forward it to a cell phone
  • create official Initial Meeting Minutes
  • for every meeting, record miniutes
  • put Liability Insurance policy in place
  • policies

Yay! Got the Letter of Determination from the IRS!

  • file CT-1 form with other paperwork to Registry of Charitable Trusts
  • send FTB 3500A form with other paperwork to Exempt Organizations Unit MS F120, CA Franchise Tax Board
  • register with GuideStar to help with Grant applications
  • register with Google for Nonprofits to get access to the Google Apps Suite

Ongoing Filings (for CA entity)

General nonprofit resources:

Arts resources:

Grant resources: