Instructions for Completing the
Articles of Incorporation of a Nonprofit Public Benefit Corporation (Form ARTS-PB-501(c)(3))
A corporation organized primarily or exclusively for charitable purposes and which plans to obtain state tax exempt
status under California Revenue and Taxation Code section 23701d and/or federal tax exempt status under Internal
Revenue Code section 501(c)(3) is a nonprofit Public Benefit corporation. To form a Nonprofit Public Benefit
Corporation in California, you must file Articles of Incorporation with the California Secretary of State. This form is for
use by corporations seeking tax-exempt status within the meaning of Internal Revenue Code section 501(c)(3). Do
not use this form if the corporation is seeking other types of tax exemptions.
Form ARTS-PB-501(c)(3) has been created for ease in filing, however, you can compose your own document,
provided it meets statutory requirements.
Before submitting the completed form, you should consult with a private attorney for advice about your specific
business needs and whether additional article provisions for the corporation are needed.
Important Additional Steps to Obtain Tax Exemption and Avoid Paying the Minimum $800 Annual Tax:
California nonprofit corporations are not automatically exempt from paying California franchise tax or income tax
each year. Most corporations must pay a minimum tax of $800 to the California Franchis
e Tax Board (FTB) each
y
ear. (California Revenue and Taxation Code section 23153.)
A separate Exemption Application (Form FTB 3500) is required in order to obtain tax exempt status in California.
For more information, go to https://www.ftb.ca.gov/forms/misc/927.html#927.
For information regarding FTB forms and publications visit their website at https://www.ftb.ca.gov or contact the
FTB at (800) 852-5711 (from within the U.S.) or (916) 845-6500 (from outside the U.S.).
Fees:
Filing Fee: The fee for filing Articles of Incorporation of a Nonprofit Public Benefit Corporation is $30.00.
Faster Service Fee:
- Counter and guaranteed expedite services are available only for documents submitted in person (drop off) to
our
Sacramento office.
- Counter Drop Off: A separate, non-refundable $15.00 counter drop off fee is required if you submit in
person (drop off) your completed document at our Sacramento office. The $15.00 counter drop off fee
provides priority service over documents submitted by mail. The special handling fee is not refundable
whether the document is filed or rejected.
- Guaranteed Expedite Drop Off: For more urgent submissions, documents can be processed within a
guaranteed timeframe for a non-refundable fee instead of the counter drop off fee. For detailed information
about this faster processing service through our Preclearance and Expedited Filing Services, go to
www.sos.ca.gov/business/be/service-options.
Copies: Upon filing, we will return one (1) plain copy of your filed document for free, and will certify the copy upon
request and payment of a $5 certification fee. To obtain additional copies or certified copies of the filed document,
include payment for copy fees and certification fees at the time the document is submitted. Additional copy fees are
$1.00 for the first page and $0.50 for each additional page. For certified copies, there is an additional $5.00
certification fee, per document.
Payment Type: Check(s) or money orders should be made payable to the Secretary of State. Do not send cash by
mail. If submitting the document in person in our Sacramento office, payment also may be made by credit card
(Visa
or Mastercard®).
Processing Times: For current processing times, go to www.sos.ca.gov/business/be/processing-times
.
ARTS-PB-501(c)(3) Instructions (REV 06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
If you are not completing this form online, please type or legibly print in black or blue ink. Complete the Articles
of Incorporation of a Nonprofit Public Benefit Corporation (Form ARTS-PB-501(c)(3) as follows:
Item Instruction Tips
1. Enter the name of the proposed
corporation exactly as it is to appear on
the records of the California Secretary
of State.
There are legal limitations on what name can be used for the
corporation. For general corporation name requirements
and restrictions or for information on reserving a corporation
name prior to submitting Form ARTS-PB-501(c)(3), go to
www.sos.ca.gov/business/be/name-availability.
A name reservation is not required to submit Form
ARTS-PB-501(c)(3).
A preliminary search of corporation names already of record
can be made online through our Business Search at
BusinessSearch.sos.ca.gov. Please note: The Business
Search is only a preliminary search and is not intended to
serve as a formal name availability search. For information
on checking or reserving a name, go to
www.sos.ca.gov/business/be/name-availability.
2a. Enter the complete street address, city,
state and zip code of the corporation’s
initial address.
The complete street address is required, including the
street name and number, city, state and zip code.
Address must be a physical address.
Do not enter a P.O. Box address, an “in care of” address, or
abbreviate the name of the city.
2b. If different from the address in Item 2a,
enter the corporation’s initial mailing
address.
This address will be used for mailing purposes and may be a
P.O. Box address or “in care of” an individual or entity.
Do not abbreviate the name of the city.
3. The corporation must have an Agent
for Service of Process.
There are two types of Agents that
can be named:
an individual (e.g. o
fficer, director, or
any other individual) who resides in
California with a physical California
street address; OR
a registered corporate agent qualified
with the California Secretary of State.
An Agent for Service of Process is responsible for accepting
legal documents (e.g. service of process, lawsuits, other
types of legal notices, etc.) on behalf of the corporation.
You must provide information for either an individual OR a
registered corporate agent, not both.
If using a registered corporate agent, the corporation must
have a current agent registration certificate on file with the
California Secretary of State as required by Section 1505.
3a & b.
If Individual Agent:
Enter the name of the initial agent
for service of process and the
agent’s complete California street
address, city and zip code.
If an individual is designated as the
initial agent, complete Items 3a and
3b ONLY. Do not complete Item
3c.
The complete street address is required, including the
street name and number, city and zip code.
Do not enter a P.O. Box address, an “in care of” address, or
abbreviate the name of the city.
Many times, a small corporation will designate an officer or
director as the agent for service of process.
The individual agent should be aware that the name and the
physical street address of the agent for service of process is
a public record, open to all (as are all the addresses of the
corporation provided in filings made with the California
Secretary of State.)
ARTS-PB-501(c)(3) Instructions (REV 06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
3c. If Registered Corporate Agent:
Enter the name of the initial
registered corporate agent exactly
as registered in California.
If a registered corporate agent is
designated as the initial agent,
complete Item 3c ONLY. Do not
complete Items 3a and 3b.
Before a corporation is
designated as agent for another
corporation, that corporation must have a current agent
registration certificate on file with the California Secretary of
State as required by Section 1505 stating the address(es) of
the registered corporate agent and the authorized
employees that will accept service of process of legal
documents and notices on behalf of the corporation.
Advanced approval must be obtained from a registered
corporate agent prior to designating that corporation as your
agent for service of process.
No California or foreign corporation may register as a
California corporate agent unless the corporation currently is
authorized to engage in business in California and is in good
standing on the records of the California Secretary of State.
Provide your Registered Corporate Agent’s exact name as
registered with the California Secretary of State. To confirm
that you are providing the exact name of the Registered
Corporate Agent, go to
https://businessfilings.sos.ca.gov/frmlist1505s.asp.
A corporation cannot name itself as agent.
4. The purpose statement is required.
Check the applicable box to indicate
whether you are organizing for "public"
purposes, or "charitable" purposes.
Check both boxes if you are organizing
for both "public" and "charitable"
purposes.
You must check one or both of the boxes in Item 4a.
If you check the “public” purposes box in Item 4a, or if you
intend to apply for tax-exempt status (see Items 5a-5d), you
must enter the specific purpose of the corporation in Item
4b.
If you check “charitable” purposes box only, you may enter
the specific purpose of the corporation in Item 4b.
5. These additional statements must not
be altered.
Items 5a-5d: These statements are required if you intend to
apply for tax exempt status from the Internal Revenue
Service or the California Franchise Tax Board under Internal
Revenue Code section 501(c)(3) and California Revenue
and Taxation Code section 23701d.
If the corporation is seeking other types of tax exemptions,
you must compose your own Articles of Incorporation.
6. Form ARTS-PB-501(c)(3) must be
signed by each incorporator.
If you need more space for signatures:
- Place the additional signatures on only one side of a
standard letter-sized piece of paper (8 1/2" x 11")
clearly marked as an attachment to Form ARTS-PB-
501(c)(3) and attach the extra page(s) to the completed
F
orm ARTS-PB-501(c)(3).
- All attachments are part of this document.
Multiple Form ARTS-PB-501(c)(3)s with different signatures
will be returned without being fileduse only one form.
Do not include the title of the person signing.
ARTS-PB-501(c)(3) Instructions (REV 06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
Mail Submission Cover Sheet (Optional): To make it easier to receive communication related to this document,
including receipt of the copy of the filed document, complete the Mail Submission Cover Sheet. For the Return
Address: enter the name of a designated person and/or company and the corresponding mailing address. Please
note the Mail Submission Cover Sheet will be treated as correspondence and will not be made part of the filed
document.
Where to File: Completed forms along with the applicable fees, if any can be mailed to Secretary of State,
Business Entities Filings Unit, P.O. Box 944260, Sacramento, CA 94244-2600 or delivered in person (drop off) to
the Sacramento office, 1500 11th Street, 3rd Floor, Sacramento, CA 95814. This form is filed only in the
Sacramento office.
Legal Authority: General statutory filing provisions are found in Sections 5120-5122 et seq. and 5130-5134 et seq.
All statutory references are to the California Corporations Code, unless otherwise stated.
Statement of Information: A Statement of Information must be filed with the California Secretary of State within
90 days after filing the Articles of Incorporation and every two years thereafter during the applicable filing period
(Section 6210). A Statement of Information can be filed online at bizfile.sos.ca.gov or by submitting
Form SI-100.
Additional Resources: For a list of other agencies you may need to contact to ensure proper compliance, go to
www.sos.ca.gov/business/be/resources. Note: The California Secretary of State does not license corporations. For
licensing requirements, please contact the city and/or county where the principal place of business is located and/or
the state agency with jurisdiction over the activities of the corporation.
ARTS-PB-501(c)(3) Instructions (REV 06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
Secretary of State
Business Programs Division
Business Entities, P.O. Box 944260, Sacramento, CA 94244-2600
Mail Submission Cover Sheet
Instructions:
Complete and include this form with your submission. This information only will be used to communicate with you
in writing about the submission. This form will be treated as correspondence and will not be made part of the filed
document.
Make all
checks or money orders payable to the Secretary of State.
Do not include a $15 counter fee when submitting documents by mail.
Standard processing time for submissions to this office is approximately 5 business days from receipt. All
submissions are reviewed in the date order of receipt. For updated processing time information, visit
www.sos.ca.gov/business/be/processing-times.
Optional Copy and Certification Fees:
If applicable, include optional copy and certification fees with your submission.
For applicable copy and certification fee information, refer to the instructions of the specific form you are submitting.
Contact Person: (Please type or print legibly)
First Name:
__________________________________________________ Last Name: _______________________________________________
Phone (optional):
______________________________________________
Entity Information: (Please type or print legibly)
Name:
__________________________________________________________________________________________________________________
Entity Number
(if applicable): _____________________________________
Comments:
_____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
_____________________________________________________________________________________________________________
Return Address: For written communication from the Secretary of State related to this document, or if
purchasing a copy of the filed document enter the name of a person or company and the mailing address.
Name:
Company:
Address:
City/State/Zip:
Secretary of State Use Only
T/TR:
AMT REC’D: $
Doc Submission Cover - Corp (Rev. 09/2016)
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Secretary of State
ARTS-PB-
501(c)(3)
This Space For Office Use Only
IMPORTANT Read Instructions before completing this form.
Filing Fee $30.00
Copy Fees First page $1.00; each attachment page $0.50;
Certification Fee - $5.00
Note: A separate California Franchise Tax Board application is required to
obtain tax exempt status. For more information, go to https://www.ftb.ca.gov.
1. Corporate Name (Go to www.sos.ca.gov/business/be/name-availability for general corporate name requirements and restrictions.)
The name of the corporation is _______________________________________________________________________________________
______________________________________________________________________________________________________________________
2. Business Addresses (Enter the complete business addresses. Item 2a cannot be a P.O.Box or “in care of” an individual or entity.)
a. Initial Street Address of Corporation - Do not enter a P.O. Box
City (no abbreviations) State Zip Code
b. Initial Mailing Address of Corporation, if different than item 2a
3. Service of Process (Must provide either Individual OR Corporation.)
INDIVIDUALComplete Items 3a and 3b only. Must include agent’s full name and California street address.
City (no abbreviations) State Zip Code
a. California Agent's First Name (if agent is not a corporation)
Middle Name Last Name Suffix
b. Street Address (if agent is not a corporation) - Do not enter a P.O. Box
City (no abbreviations) State
CA
Zip Code
CORPORATIONComplete Item 3c. Only include the name of the registered agent Corporation.
c. California Registered Corporate Agent’s Name (if agent is a corporation) Do not complete Item 3a or 3b
4. Purpose Statement
Item 4a: One or both boxes must be checked.
Item 4b: If “public” purposes is checked in Item 4a, or if you intend to apply for tax-exempt status in California, you
must enter the specific purpose in Item 4b.)
a.
This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is or
ganized under
the Nonprofit Public Benefit Corporation Law for: public purposes. charitable purposes.
b. The specific purpose of this corporation is to ____________________________________________________________________________ .
5. Additional Statements (See Instructions and Filing Tips.)
a. This corporation is organized and operated exclusively for the purposes set forth in Article 4 hereof within the meaning of Internal
Revenue Code section 501(c)(3).
b. No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence
legislation, and this corporation shall not participate or intervene in any political campaign (including the publishing or distribution of
statements) on behalf of any candidate for public office.
c. The property of this corporation is irrevocably dedicated to the purposes in Article 4 hereof and no part of the net income or assets
of this corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person.
d. Upon the dissolution or winding up of this corporation, its assets remaining after payment, or provision for payment, of all debts and
liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated
exclusively for charitable, educational and/or religious purposes and which has established its tax-exempt status under Internal
Revenue Code section 501(c)(3).
6. Read and Sign Below (This form must be signed by each incorporator. See Instructions. Do not include a title.)
__________________________________________________________ ____________________________________________________
Type or Print NameSignature
ARTS-PB-501(c)(3) (REV 06/2019)
2019 California Secretary of State
bizfile.sos.ca.gov
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