California Nonprofit Articles of Incorporation

Nonprofit articles of incorporation is the document filed to create a California nonprofit corporation.

Preparing and filing your articles of incorporation is the first step in starting your nonprofit corporation. Approval of this document secures your corporate name and creates the legal entity of the nonprofit. Only after this approval can you apply for 501c, apply for fundraising licenses, open a bank account, and otherwise conduct business.

Benefits

Incorporating provides many important benefits:

• Limits the liability of directors, officers, and shareholders
• Fulfills statutory requirements to register your organization's name
• Is a prerequisite for applying for 501(c) tax exemption
• Provides governance and adds credibility to the business or organization

Fast Facts

Other Helpful California Facts

As you are preparing to incorporate, keep in mind the following requirements specific to California, keep in mind:

California Directors

• Number: minimum 1
• Qualifications: None. No residency requirement. No membership requirement.
• Term: 1 year, 4 year maximum unless the corporation has no members, in which case 6 years is the maximum term
• Quorum: majority
• Committee: minimum 2 directors
• No director may vote by proxy

California Officers

• A corporation shall have a chair of the board, who may be given the title chair of the board, chairperson of the board, chairman of the board, or chairwoman of the board, or a president or both, a secretary, a treasurer or a chief financial officer or both, and any other officers with any titles and duties as shall be stated in the bylaws.
• Elected by the board
• Two or more offices may be held by the same individual, except the president may not also serve as secretary or treasurer.

California Members

• Members: optional
• Regular meeting: required in each year where directors are to be elected
• Quorum: 1/3rd votes