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How to Start a Nonprofit in Colorado
Welcome to our Colorado Nonprofit Startup Guide! If you’re passionate about helping others and have an idea to serve your community, starting a nonprofit is a great way to turn your vision into a reality. There are many different types of nonprofits - religious, educational, human service oriented, animal welfare, and more. What all nonprofits have in common is a focus on helping others and benefiting their community. You are genuinely committed to these goals so you are already well on your way!
According to the National Center for Charitable Statistics, there were over 35,000 nonprofit organizations in Colorado in 2012. Before you start a new nonprofit, make sure you have identified an unmet need in your community and know that there are not any existing organizations serving your cause. If another organization exists, consider working together, as that may be a better way to make an impact in your community and use existing resources.
When you are ready to start your nonprofit, plan to incorporate and apply for 501(c)(3) status, as these are important steps to fully achieve your goals. As a 501(c)(3) nonprofit, you will be able to apply for grants and accept donations, be exempt from federal corporate income tax, and limit the liability of your organization’s officers and directors. Most importantly, you will gain credibility and legitimacy for your cause, instilling the public with confidence in your organization.
This guide will walk you through the basic steps to start your nonprofit in Colorado. Let’s get started!
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Name Your Organization
Your organization’s name establishes its brand and is also important for incorporating with the state. The legal name of your nonprofit corporation may not conflict with any other organization registered in the state. Make sure the name is available and meets state requirements.
Name Search: Colorado Secretary of State
Name searchSuffix: "(b) The entity name of a nonprofit corporation may, but need not, contain the term or abbreviation "corporation", "incorporated", "company", "limited", "corp.", "inc.", "co.", or "ltd."."
CRS § 7-90-601 -
Recruit Incorporators and Initial Directors
The incorporator is the person who signs the Articles of Incorporation for your nonprofit. You will need at least one, but can have more than one. Directors make up the governing body of your nonprofit corporation and are stakeholders in your organization’s purpose and success. You’ll want to identify three, unrelated individuals to meet IRS requirements. You will also want to be aware of any age or residency requirements.
Colorado director requirements: - Number: minimum 1
- Qualifications: An individual. No residency requirement. No membership requirement.
- Term: 1 year
- Quorum: majority
- Committee: minimum 1 director
Colorado officer requirements: - A president, a secretary, a treasurer, and such other officers as may be designated by the board of directors
- Qualifications: an individual 18 years or older
- Two or more offices may be held by the same individual.
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Appoint a Registered Agent
A registered agent is responsible for receiving legal notices on behalf of your organization. The appointed registered agent must be physically located in the state and maintain an office that is open during regular business hours. As a nationwide registered agent, our service is designed to receive your legal documents and provide secure access to those documents through your online account. Our local Colorado registered agent office is located in Denver, CO. We offer registered agent service independently or as part of our nonprofit formation packages.
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Prepare and File Articles of Incorporation
Your nonprofit’s articles of incorporation officially mark the creation of your organization. They document where and when the organization was formed and capture other information necessary to verify its existence. While requirements for language vary from state-to-state, there are some basic provisions that the IRS will look for when you apply for 501(c)(3) exemption. It is important to customize the articles for your organization and make sure you meet the state and IRS requirements. Meeting these requirements from the start will help avoid having to make amendments later or risk getting your 501(c)(3) application rejected. Some states will also require you to publish your articles of incorporation, so be mindful of any deadlines and publishing instructions.
Agency: Colorado Secretary of State Instructions: Instructions: Articles of Incorporation for a Nonprofit Corporation
Filing Method: Agency Fee: $50
Turnaround: Immediately
Law: Notes: - Immediately after incorporating you can setup Secure Business Filing on your record so that no one else can make changes to it. Click “setup secure business filing” on the transaction confirmation page.
- Even though the articles of incorporation are filed electronically, you should download a copy for secure storage in your company records and for use during the course of business (e.g. for setting up a business bank account).
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File Initial Report
After filing articles of incorporation, you must file an initial report.
Not required
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Obtain an Employer Identification Number (EIN)
This unique, nine-digit number is assigned by the IRS to identify your nonprofit. All types of nonprofits will apply for an EIN, not only those that hire employees. You will use your EIN to open a bank account, apply for 501(c)(3) status, and submit 990 returns to the IRS.
Agency: Internal Revenue Service (IRS) Form: Instructions: Applying for an EIN without a SSN/TIN:
- Online applications are not accepted if an individual does not have a SSN/TIN.
- Form SS-4 must be completed, signed, and faxed to the IRS, leaving the SSN/TIN field blank or adding the terminology "foreign" to that line item.
- To follow up on the application, call the IRS and ensure they received the application.
- Depending on the agent you speak with, you may be able to obtain the EIN over the phone. The IRS may then fax the EIN documentation back to you.
Filing Method: Mail, phone, fax, or online.
IRS fee: $0
Turnaround: Immediately online or by phone. 4 business days by fax. 4-5 weeks by mail.
Notes: The IRS website is only available during certain hours. Print your EIN before closing your session. For additional guidance, see IRS Pub 1635: Understanding Your EIN.
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Store Nonprofit Records
As you launch your nonprofit, you will receive a number of official documents. Organizing these documents in one place will save you headaches down the road. You will soon have numerous items to keep in your records including your EIN letter, bylaws, meeting minutes, 501(c)(3) determination letter, and more.
![A preview of our Records Manager software]()
A great way to maintain necessary documentation is Records Manager, our software for storing records securely, tracking directors and officers, and getting notified of meetings.
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Establish Initial Governing Documents and Policies
Your bylaws are the governing document for your nonprofit. They serve as your organization’s operating manual and should be consistent with your articles of incorporation and the law. When your Board of Directors meets for the first time, you’ll review and ratify the bylaws and they will be a roadmap for governance from there.
At the same time, you’ll also want to create and adopt a conflict of interest policy. A conflict of interest is when someone in a key position in your nonprofit has competing interests and is making choices that could benefit themselves to the harm of the organization. Personal interests should be set aside and organizational interests prioritized. If a conflict of interest does arise, it should be disclosed immediately.
Your application to the IRS for 501(c)(3) exemption will require that both the bylaws and the conflict of interest policy are approved and adopted. Once they’ve been adopted, safely store them in your Nonprofit Records Kit.
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Hold Organizational Meeting of the Board of Directors
The initial organizational meeting of your Board of Directors will be incredibly productive. At this meeting you will approve the bylaws, adopt the conflict of interest policy, elect directors, appoint officers, and approve resolutions such as opening the organization’s bank account. Important decisions are being made so be sure to record them in the meeting minutes.
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Get Colorado State Tax Identification Numbers/Accounts
Colorado offers a consolidated state tax registration application online or you can file two registrations by mail.
To apply for a sales tax account and/or wage withholding account:
Submit to: Colorado Department of Revenue
http://www.colorado.gov/revenueForm: Form CR-0100: Colorado Sales Tax Withholding Account Application Filing Method: Mail, in-person, or online Fee: $8 for charitable license. $50 deposit if retail sales tax license needed. Turnaround: ~2-3 weeks online. ~4-6 weeks by mail. Immediately in-person.
If your nonprofit has employees and withholds income, then you must obtain an unemployment insurance tax account number and rate:
Submit to: Colorado Department of Labor and Employment
http://www.colorado.gov/cs/Satellite/CDLE-UnempBenefits/CDLE/1240336898069Form: Form UITL-100: Application for Unemployment Insurance Account and Determination of Employer Liability Filing Method: Mail or online Fee: $0 Notes: This application is only for unemployment insurance purposes. -
Apply for 501(c)
Applying for 501(c) tax exemption can feel like the most daunting step in bringing your nonprofit dream into reality, but obtaining tax exemption comes with many benefits. You will be able to apply for grants and grow your fundraising success in addition to being exempt from IRS income tax. 501(c) is the chapter of the Internal Revenue Code that regulates nonprofit organizations. Like others, you may be most familiar with 501(c)(3) nonprofits, including charities and foundations. 501(c)(3) nonprofits apply using Form 1023 or Form 1023-EZ. Review the criteria for each application and make sure you meet the eligibility requirements set out by the IRS. Other types of nonprofits, including 501(c)(4)s and 501(c)(6)s, apply using Form 1024. After reviewing and approving your application, the IRS will return a Determination Letter officially recognizing your exemption.
Completing the federal application for tax exemption is significantly easier with the assistance and support of a professional. Find someone with the expertise to ensure the correct application is being used and is completed accurately. A well-prepared application takes time, over 100 hours by IRS estimates, so put yourself on the path to success by finding a specialist to walk alongside you in the journey - from start to tax-exempt finish!
Agency: Internal Revenue Service (IRS) Form: Instructions: IRS Instructions for Form 1023, IRS Instructions for Form 1023-EZ, or IRS Instructions for Form 1024. Also see guidance IRS Pub 557: Tax-Exempt Status for Your Organization.
Filing Method: Mail
Agency Fee: $275 for organizations filing Form 1023-EZ and $600 for organizations filing Form 1023.
Turnaround: 1023-EZ average: <1 month. 1023 average: 3-6 months.
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Report Beneficial Ownership Information to FinCEN
As of January 1, 2024, millions of entities in the US need to report beneficial ownership information (BOI) to the Financial Crimes Enforcement Network (FinCEN) as part of the Corporate Transparency Act (CTA). Nonprofits without 501(c) tax exemption formed before that date must submit BOI by December 31, 2024, while those formed after must submit it within 30 days of formation. Once 501(c) tax exemption is granted, the organization may claim an exemption from BOI reporting requirements via an update filing to FinCEN. Our BOI Reporting Service includes up to four initial, updated, and corrected reports per year, ensuring the data you report to FinCEN is updated.
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Apply for State Tax Exemption(s)
With your IRS Determination Letter in hand, make sure you familiarize yourself with your state’s requirements for recognizing your nonprofit’s tax-exempt status. This is an area where requirements vary state-by-state. Many states issue their own tax-exempt certificate that can be used for sales and use tax purposes, but it may require application and periodic renewal.
To file to obtain exemption from state income tax:
Not required
Exempt upon obtaining Determination Letter from the IRS
More information: Colorado Department of RevenueTo file to obtain Exemption form Sales Tax & State-Administered Local Sales Tax:
Agency: Colorado Department of Revenue Form: DR 0715: Application for Sales Tax Exemption and Form DR-0716: Statement of Non-Profit - Church, Synagogue, or Organization
Agency Fee: $0
Notes: Colorado organizations can apply for state sales tax exemption if they have an IRS determination letter. If approved, you will receive a Certificate of Exemption.
Bingo and raffles are regulated by the Colorado Secretary of State. Apply for a bingo and raffle license by filing Form LE7-8_COMB ($100 state fee).
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Register for Charitable Solicitation (Fundraising)
This is another area where laws differ from state to state, but most states require any nonprofit soliciting donations to register to do so on an annual basis. This means registering in the state prior to soliciting any resident of that state. Registering in your home state is essential, but you may also need to register other states depending on the scope of your organization.
Colorado Charitable Organization Registration
Automatic Exemption
Exemption Eligible Organizations: - Persons that are exempt from filing a federal annual information return pursuant to 26 U.S.C. sec. 6033 (a)(3)(A)(i) , (a)(3)(A)(iii) , or (a)(3)(C)(i) or pursuant to 26 CFR 1.6033-2(g)(1)(i) to (g)(1)(iv) or (g)(1)(vii) - (Generally churches, religious organizations, and below college-level educational organizations affiliated with a church.)
- Political parties, candidates for federal or state office, and political action committees required to file financial information with federal or state elections commissions
- Charities that do not intend to solicit and receive and do not actually receive more than $25,000 in contributions during a fiscal year (excluding grants from governmental entities or from organizations exempt from federal taxation under section 501(c)(3))
- Charities that do not receive contributions from more than 10 persons during a fiscal year
- Persons exclusively making appeals for funds on behalf of a specific individual named in the solicitation, but only if all of the proceeds of the solicitation are given to or expended for the direct benefit of the specified individual
Law: Notes: Exempt charities can file an optional exemption claim to have a public record of their exempt status created in the secretary of state's database.
Initial Registration
Instructions: Filing Method: Agency Fee: $10
Turnaround: 1 week
Original Ink: Not Required Notarization Required?: Not Required Notes: - Any authorized officer must sign electronically.
- After approval, you will receive a registration number and a printable "certificate of registration". You can view and print a Certificate of Registration from the summary screen of any registered group.
- Some Colorado counties and municipalities may require charities that solicit in-person to register prior to fundraising.
- Per 6-16-104(6), C.R.S., any organization that is soliciting contributions online must register like any other organization, unless it is exempt from the registration requirements
Before you Apply: All Applicants:
- Check the available exemptions to see if your charity is eligible for exemption from the full registration requirement.
- Appoint a registered agent to receive legal documents in Colorado.
- Look through the list of required attachments and make sure that you have each required document in hand before starting the registration application.
How to Apply: Domestic Applicants:
- File entity formation documents with the Colorado Secretary of State.
- Create an efile account and submit an online application with all required attachments to the charities section of the Colorado Secretary of State.
Foreign Applicants:
- Determine whether or not your charity will need to foreign qualify based on your activity in Colorado. If not required, skip to number 3.
- File foreign qualification documents with the Colorado Secretary of State.
- Create an efile account and submit an online application with all required attachments to the charities section of the Colorado Secretary of State.
Required Attachments: - IRS form 990
- IRS determination letter
- List of officers and directors
- Information for all paid solicitors, professional fundraisers, and commercial coventurers used by or contracted to the organization
Registration Renewal
Filing Method: Agency Fee: $10
Due: - Annually by the 15th day of the 5th month after the close of your organization's fiscal year, however, Colorado automatically grants a 3 month extension of this deadline.
- There is no official start to the renewal period, so renewals may be submitted as soon as financials become available for the most recently completed fiscal year.
Due Date Extension: Due dates are automatically extended for 3 months after the original due date, but charities needing more time can request an additional 3 months extension by making a request. The automatic due date extension is only valid if the IRS has granted the extension. The extension paperwork is not required to be submitted with the renewal, but the Secretary of State may request a copy after a late renewal. For more information and detailed instructions, see this page.
Original Ink: Not Required Notarization Required?: Not Required Penalties: Charities can renew their registration with no penalty if renewal is filed within 17 days of the expiration date. On the 18th day, they will need to go through the reinstatement process.
Notes: - Also file your annual financial report
- Any authorized officer must sign electronically.
- After approval you will receive a registration number and a printable "certificate of registration"
Required Attachments: - List of officers and directors
- IRS determination letter
Reinstatement
Filing Method: Agency Fee: $10/year renewal fee + $60/year failure to renew fee
Penalties: Charities suspected of violating the Colorado Charitable Solicitations Act are subject to an investigation from the Secretary of State. If found to violate this Act, the Secretary of State may deny, suspend, or revoke an organization's registration. Upon application from the Secretary of State, the district court may grant injunctive relief.
Organizations that solicit without a valid registration will pay a penalty fee of up to $300 per year with a maximum of 3 years in fines and back payments.
Knowingly violating §6-16-104 - §6-16-107 & §6-16-109 - §6-16-110 of this chapter is an act of charitable fraud, which is a Class 2 Misdemeanor or Class 5 Felony depending on the severity and number of violations.
Notes: Charities can renew their registration with no penalty if renewal is filed within 17 days of the expiration date. On the 18th day, they will need to go through the reinstatement process.
Change of Fiscal Year
Filing Method: Agency Fee: $0
Turnaround: Immediately online
Notes: Fiscal years can be changed online, but can only be changed once every 10 years.
Cancelation
Form: Instructions: A charitable organization must submit the final financial report for the most recent fiscal year. Once this report has been filed, the organization should submit the withdrawal form and any required attachments.
Filing Method: File the Final Financial Report online.
Mail, fax, or email the Charitable Registration Withdrawal form to charitable@coloradosos.gov
Agency Fee: $0
To fundraise nationally or online, please see our Fundraising Compliance Guide. Our services manage your initial, renewal, and exemption filings in every state.
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Obtain Other Business Licenses & Permits
Running your nonprofit corporation legally also means securing all applicable licenses and permits. The range of local, state, and federal requirements is wide. Access resources like the Small Business Administration Business License & Permit look-up tool and search by your business type and locality.
Frequently Asked Questions
Some of our clients incorporate on their own and seek our professional assistance with the next steps. In such cases, we review the existing documentation and make any necessary changes. We’re happy to help at any point. Keep in mind, the earlier you enlist our expertise, the more time you’ll save and the greater success you'll experience in the end!
If you have an existing for-profit entity and are looking to transition to a nonprofit, we are very familiar with this situation and can help! Simply sign up for our professional formation services, and your specialist will review your existing entity and assist with the appropriate next steps.
You are not required to use an attorney. You can set up your nonprofit yourself but doing so requires a great deal of expertise and time. The IRS estimates the 501(c)(3) application takes over 100 hours in research and preparation. Enlisting the help of a professional greatly increases your likelihood of success and saves you time. With our professional formation services, your specialist prepares and files your applications for you with guaranteed approval. Take advantage of our track record of 100% IRS approval and get your nonprofit approved, guaranteed!
You’ve made it! You turned your passion into a legitimate nonprofit corporation exempt under IRS 501(c) and are benefiting your community. That solid foundation on which you built your organization requires ongoing maintenance. Investing in maintaining compliance with all of the government agencies is an ongoing responsibility and commitment needed to ensure your vision continues long into the future. Check out our compliance guide to learn more!
Once you have registered your nonprofit per the steps listed above, you will need to maintain compliance with all of the government agencies. Staying current with the IRS and state requirements is an ongoing responsibility. Continue reading our Colorado nonprofit compliance guide to learn more!
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Fast Facts
Below is an overview of the paperwork, cost, and time to start an Colorado nonprofit.
Paperwork
- Form ARTINC_NPC: Articles of Incorporation for a Nonprofit Corporation
- Bylaws
- IRS Form SS-4: Obtain an EIN
- IRS Form 1023: 501(c) Tax Exempt Application
- IRS Determination Letter
- Form CR-0100: Colorado Sales Tax Withholding Account Application
- Form UITL-100: Application for Unemployment Insurance Account and Determination of Employer Liability, if applicable
- Form DR-0715: Application for Sales Tax Exemption for Colorado Organizations
- Form DR-0716: Statement of Non-Profit - Church, Synagogue, or Organization
- Colorado Charitable Registration (online)
- FinCEN Beneficial Ownership Report
Cost
- Incorporation: $50
- 501(c): $275 or $600 IRS fee
- Colorado charitable license: $8
- Colorado charitable registration: $10
Time
- Incorporation: Immediately
- 501(c): 2 weeks to 3 months
