Forming a Colorado 501c3 Nonprofit Corporation

Forming a 501c3 Nonprofit Corporation in Colorado is a two-part process. First, you must register your Colorado nonprofit corporation with the Secretary of State pursuant to §7-122-101 and §7-122-102 of the C.R.S. This registration creates a nonprofit corporation, which, just as with any other corporation, is a separate legal entity from its individual owners.

The second step of the process is to obtain 501c3 nonprofit status from the IRS. Once this is complete, your nonprofit corporation will be able to accept donations, enjoy significant tax benefits, and take advantage of various discounts offered to 501c3 nonprofit corporations.

Forming a Colorado Nonprofit Corporation

In order to register your nonprofit corporation with the state, you will draft and electronically file a document called Colorado Articles of Incorporation for a Nonprofit Corporation. These Articles of Incorporation will contain the following information:

  • Name: You must select a name for your nonprofit corporation thas is available for use in Colorado. Certain terms and words are restricted.
  • Principal office address(es): The initial principal office address for the corporation should be provided; a separate mailing address, if different, can also be included here.
  • Registered agent: The contact person for your business, your registered agent must have a physical address in the state of Colorado. As this is a matter of public record, some nonprofit corporations may choose to hire a registered agent so that no one’s home address is provided to the public.
  • Incorporator: The name and address of the incorporator, or filer of the Articles of Incorporation, should be provided. More than one incorporator may be provided.
  • The statement “The nonprofit corporation will have voting members,” if applicable.
  • If your Colorado nonprofit corporation is to go on to form a 501c3 nonprofit, a statement regarding the distribution of assets on dissolution should be included in an attachment. Also attached should be a specific business purpose, and a more general purpose including the required 501c3 language.

After filing the Nonprofit Articles of Incorporation, your corporation becomes a legal “person,” capable of entering into contracts and pursuing legal action.

Obtaining 501c3 Status for Your Nonprofit Corporation

If your Nonprofit Corporation was formed for scientific, educational, charitable, or religious purposes, you may apply for 501c3 status from the IRS. This enables you to accept tax-deductable donations and other certain benefits.

The information you will need to provide to the IRS includes:

  • Nonprofit Articles of Incorporation and specific 501c3 language attachment
  • Description of your business purpose and activities
  • Conflict of Interest form
  • IRS Form 1023
  • Corporate Bylaws
  • Donation estimates for the first three years of business
  • Information on fundraising organizations you are associated with
  • List of corporate officers and their respective contracts

You may be required to provide more information that that listed above, depending on your business activities and the IRS’s requirements.

Further Responsibilities of a Colorado Nonprofit Corporation

All reporting entites, including 501c3 nonprofit corporations, must file a Periodic Report with Colorado’s Secretary of State’s Business Division every year. There is a three-month window with which to make this filing.

The IRS will require you to have an Employee Identification Number, or EIN. You will reference this identification number when doing your nonprofit corporation’s Federal taxes.

If anything set forth in your Nonprofit Articles of Incorporation changes in the future, file an Article amendment so the state has up-to-date information on your nonprofit.

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Other Types of Businesses in Colorado

For information on other types of businesses in Colorado, please explore the links below.