Office of the Minnesota Secretary of State
Minnesota Nonprofit Corporation | Articles of Incorporation
Minnesota Statutes, Chapter 317A
Read the instructions before completing this form.
Filing Fee: $90 for expedited
service in-person and online filings, $70 if submitted by mail
A nonprofit corporation that wishes to apply for tax exempt status under 501(c)(3) to the Internal Revenue Service (IRS) cannot use
this form for its articles due to the fact that the IRS has additional language requirements. See
the instructions for further information.
Note: A professional corporation governed under Chapter 319B must include an attachment with the following information:
(This information is only required if this is a professional corporation.)
1.
Statement that the Minnesota firm elects to operate and acknowledges that it is subject to Minnesota Statutes, Chapter 319B.01 to 319B.12.
2.
List the professional service the corporation is authorized to provide under Minnesota Statutes, Chapter 319B, subd 19.
The undersigned incorporator(s), in order to form a Minnesota Nonprofit Corporation under Minnesota Statutes, Chapter 317A adopt
the following:
Article I – Name of Corporation (Required)
Article II – Registered Office and Agent (A Registered Office Address is Required)
Street Address (A PO Box by itself is not acceptable) City State Zip
The Registered Agent at the above address is:
Article III – Incorporators (Required)
I, the undersigned, certify that I am signing this document as the person whose signature is required, or as agent of the
person(s) whose signature would be required who has authorized me to sign this document on his/her behalf, or in both
capacities. I further certify that I have completed all required fields, and that the information in this document is true and
correct and in compliance with the applicable chapter of Minnesota Statutes. I understand that by signing this document I am
subject to the penalties of perjury as set forth in Section 609.48 as if I had signed this document under oath.
IncorporatorsName
Street Address City StateZip
Signature Date
IncorporatorsName Street Address City StateZip
Signature Date
Email Address for Official Notices
Enter an email address to which the Secretary of State can forward official notices required by law and other notices:
Check here to have your email address excluded from requests for bulk data, to the extent allowed by Minnesota law.
Note: Information provided when filing a business entity is public data and may be viewable online. This includes but is not limited to
all individual names and addresses.
Office of the Minnesota Secretary of State
Minnesota Nonprofit Corporation | Articles of Incorporation
Minnesota Statutes, Chapter 317A
List a name and daytime phone number of a person who can be contacted about this form:
Contact Name
Entities that own, lease, or have any financial interest in agricultural land or land capable of being farmed must
register with the MN Dept. of Agriculture’s Corporate Farm Program.
Minnesota Business Snapshot
To better serve Minnesotans, the Secretary of State’s Office has created the “Minnesota Business Snapshot,” a short and simple survey
produced with the input of business owners, business organizations, non-profits, and researchers from across the state. These five
questions will take less than three minutes to complete, and you may answer any or all of them. There is no penalty if you choose not to
provide this information. However, the answers you do provide will create a useful pool of information for potential customers and
inform the analysis of our quarterly "Minnesota Economic and Business Condition Reports”. We do not independently verify the answers
applicants provide. Again, this survey is voluntary and the answers are considered public data. Thank you.
1.
(Select up to one) - How many Minnesota – based full time employees (or FTE equivalents) does this entity currently have?
0-5
6-50
51-200
201-500
Over 500
2.
(Select all that apply) - Does the owner or a member of the ownership group of this entity
self-identify as a member of
any of the
following communities?
Woman
Member of a community of color
Veteran
Member of a disability community
Member of an immigrant community
3.
(Select up to one) - Using NAICS codes below, please select the code that best describes this
entity. If you believe this entity falls
into more than one category, please select the category that generates the majority of the
entity’s revenue.
Agriculture, Forestry, Fishing and Hunting (Code 11)
Mining (Code 21)
Utilities (Code 22)
Construction (Code 23)
Manufacturing (Codes 31-33)
Wholesale Trade (Code 42)
Retail Trade (Codes 44-45)
Transportation and Warehousing (Codes 48-49)
Information (Code 51)
Finance and Insurance (Code 52)
Real Estate Rental and Leasing (Code 53)
Professional, Scientific, and Technical Services (Code 54)
Management of Companies and Enterprises (Code 55)
Administrative and Support and Waste Management and Remediation Services (Code 56)
Educational Services (Code 61)
Health Care and Social Assistance (Code 62)
Arts, Entertainment, and Recreation (Code 71)
Accommodation and Food Services (Code 72)
Other Services (except Public Administration) (Code 81)
Public Administration (Code 92)
Phone Number
Office of the Minnesota Secretary of State
Minnesota Nonprofit Corporation | Articles of Incorporation
Minnesota Statutes, Chapter 317A
4. (Select up to one) Is this entity a full time or part time endeavor for those primarily responsible for operating this entity?
Full time
Part time
5. (Select up to one) - If applicable, what were this entity's gross revenues for the past year?
$0 - $10,000
$10,001 - $50,000
$50,001 - $250,000
$250,001 - $1M
Over $1M
NonprofitAfticlesofIncorporationRev.11/06/2019
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INSTRUCTIONS
File your business document online by visiting our website at www.sos.state.mn.us.
This form is intended me
rely as a guide for filing and is not intended to cover all situations. Retain the original signed copy of
this document for your records and submit a legible photocopy for filing with the Office of the Secretary of State.
A nonprofit corporation that wishes to apply for tax exempt status 501(c)(3) to the Internal Revenue Service (IRS),
should not use this form for its articles due to the fact that the IRS has additional language requirements. Additional
information on the language requirements can be obtained from IRS publication 557 at http://www.irs.gov/charities or by
calling 1-800-829-1040. A sample set of articles of incorporation for a charitable organization with this required
language is available in PDF format from the Minnesota Council of Nonprofits (MCN) at
https://www.minnesotanonprofits.org/docs/default-source/starting-a-nonprofit/sample-articles-of-incorporation.pdf?
sfvrsn=e222a15a_2. After combining the IRS language with the requirements on the front of this form (such as by using
the MCN sample form), submit the articles for filing to this office. Once the articles have been filed and returned to you,
your organization’s application for tax exempt status can be sent to the IRS. You may wish to consult with an accountant
or attorney to verify if your organization needs to file additional information with the IRS for tax exempt status.
Only Professional Corporations governed under Chapter 319B must include a statement that the MN firm elects to operate
and acknowledges that it is subject to Minneosta Statutes, Chapter 319B.01 to 319B.12, and list the professional service under
Minnesota Statutes, Chapter 319B.02, subdivision 19, the corporation is authorized to provide.
Article I – Name: (Required)
List the exact corporate name. A preliminary name availability check may be done by accessing our website at
www.sos.state.mn.us.
Article II – Registered Office and Agent (A Registered Office Address is Required)
A Registered Office address in Minnesota is required. List the complete street address or rural route and rural route box number
for the registered office address. A post office box by itself is not acceptable. If you have a registered agent, list the full name of
the agent located at the registered office address. An Agent is not required.
Article III – Incorporators: (Required)
Only one incorporator is required. An incorporator must be an individual 18 years of age or older. List the name and complete
address for each incorporator. A signature is required for each incorporator or by an Authorized Agent (The signing party must
indicate on the document that they are acting as the agent of the person(s) whose signature would be required and that
they have been authorized to sign on behalf of that person(s).) List the incorporators on an additional sheet if there are more
than two incorporators.
Email Address for Official Notices. This email address may be used to send annual renewal reminders and other important
notices that may require action or response. Check the box if you wish to have your email address excluded from requests for
bulk data, to the extent allowed by Minnesota law.
List a name and daytime telephone number of a person who can be contacted about this form.
Minnesota Business Snapshot. This information is a snapshot of data at the point of time this filing was made. This information
is voluntary and may be shared with other agencies or the public for data analysis.
Filing Fee: $90 for expedited service in-person and online filings, $70 if submitted by mail
Payable to the MN Secretary of State
Please submit all items together and mail to the address below:
FILE IN-PERSON OR MAIL TO:
Minnesota Secretary of State - Business Services
Retirement Systems of Minnesota Building
60 Empire Drive, Suite 100
St Paul, MN 55103
(Staffed 8 a.m. – 4 p.m., Monday - Friday, excluding holidays)
Phone Lines: (9 a.m. - 4 p.m., M-F) Metro Area 651-296-2803; Greater MN 1-877-551-6767
All of the information on this form is public. Minnesota law requires certain information to be provided for this type of filing.
If that information is not included, your document may be returned unfiled. This document can be made available in alternative
formats, such as large print, Braille or audio tape, by calling (651)296-2803/voice. For a TTY/TTD (deaf and hard of hearing)
communication, contact the Minnesota Relay Service at 1-800-627-3529 and ask them to place a call to (651)296-2803. The
Secretary of State's Office does not discriminate on the basis of race, creed, color, sex, sexual orientation, national origin, age,
marital status, disability, religion, reliance on public assistance or political opinions or affiliations in employment or the
provision of service.