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 arti
cles 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.
Incorporator’s Na
me Street
Address
City
State
Zip
Sign
ature
Date
Incorporator’s Name
Street Add
res
s
City
State
State
Zip
Signature
Date
Office of the Minnesota Secretary of State
Minnesota Nonprofit Corporation | Articles of Incorporation
Minnesota Statutes, Chapter 317A
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.
List a name and daytime phone number of a person who can be contacted about this form:
Contact Name Phone Number
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.
NonprofitAfticlesofIncorporationRev.12/28/2015
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INSTRUCTIONS
File your business document online by visiting our website at www.sos.state.mn.us.
This form is intended merely 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 additio
nal 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
http://www.minnesotanonprofits.org/nonprofit-resources/start-a-nonprofit/samplearticles.pdf. 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 319B must include a statement that the MN firm elects to operate and
acknowledges that it is subject to Minnesota 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.
Professional Corporations MUST choose one of the following words or abbreviation of these words as part of the name of the
business: "Professional Corporation"; "Professional Service Corporation"; "Service Corporation"; "Professional Association";
"Chartered"; "Limited"; "P.C."; "P.S.C."; "S.C."; "P.A."; or "Ltd."
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.
Filing Fee:
$90 for expedited service in-person and online filings, $70 if submitted by mail
Payable to the MN Secreta
r
y 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.