NPO Regulations: Ohio

CRITICAL NOTE: This page is for educational purposes only, and may not be construed as legal or financial advice. Although this material can serve as an introduction to the state regulations for nonprofit organizations, not all the information may be current. It is your responsibility alone to contact appropriate state representatives and obtain professional assistance as needed to verify the timeliness and accuracy of any material before use. However, if you find any errors or omissions on this page, or would like to suggest other improvements, please contact the page's maintainer so that this resource can be kept as useful and current as possible.

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What's New

New on This Page

This page is still under initial construction and must be considered an early draft.

New in Regulations

The Ohio State Attorney General's office publishes a set of press releases and columns.

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State Legal Code

This section provides links to the state legal code parts that primarily address nonprofit organizations and charitable solicitation.

Notes

  1. The complete Ohio State Revised Code to which the above links lead is maintained by A.V.V. Inc. in conjunction with the Ohio General Assembly and the Ohio Department of Administrative Services.
  2. The section titles shown above are not part of the code itself and were added by this page's maintainer, but the chapter titles are from the code itself.

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Tax-Exempt Status

Forming an Domestic Corporation

Ohio corporations are established by filing articles of incorporation with the Secretary of State. Nonprofit organizations are formed in Ohio essentially like commercial ones, but have slightly different requirements for their articles of incorporation. The following is extracted from Ohio Secretary of State: Forming a Corporation:

A "nonprofit corporation" is a corporation which is not formed for the monetary gain or profit of its members, trustees, officers or other private persons. A "charitable corporation" is a corporation organized and operated exclusively for religious, charitable, scientific testing for public safety, literary or educational purposes, the prevention of cruelty to child or animals or exclusively for a home for the aged (as defined in O.R.C. 5701.13).

A specific nonprofit purpose must be indicated in the articles of incorporation of a nonprofit corporation. A general purpose clause will not be accepted. This type of corporation may require special treatment with respect to the amendment of articles, mergers, consolidation and dissolution. Nonprofit articles of incorporation must list the names and addresses of not fewer than three natural persons who are to be the initial trustees of the corporation. [O.R.C. 1702.04(A)(4)] A post office box alone is not sufficient.

The trustees need not sign the articles of incorporation. The articles must be signed by the incorporators and their names should be printed or typed beneath their signatures. The name of the corporation is not required to have a corporate ending (Incorporated, Inc., Company, Co., Corporation, Corp.)

A statutory agent for service of process must be appointed and maintained. Failure to maintain a statutory agent will result in cancellation of the corporation's articles.

Forms for filing may be obtained from this office.

The fee for filing articles of incorporation for a nonprofit corporation is $25.

Establishment as a nonprofit organization is not sufficient for the organization to engage in charitable solicitations, which requires additional registration with the Ohio Attorney General's office as described below.

Certificate of Authority for Foreign Corporations

Foreign nonprofit corporations maintaining maintaining an office in Ohio, employing Ohio residents, or otherwise carrying out business in Ohio are required to register with the Secretary of State to obtain a license to do business in Ohio. The application requires a specific form, and an original certificate of good standing dated not more than 60 days prior to the receipt of the application in this office and executed under the seal of the Secretary of State or other proper official of the state of incorporation. Every licensed foreign corporation, profit or nonprofit, must maintain a statutory agent in Ohio upon whom process may be served.

License application forms for a foreign nonprofit corporation may be obtained from the Secretary of State office. The filing fee is $35.

Obtaining Tax-Exempt Status

Domestic organizations established as nonprofit corporations by the articles of incorporation filed with and accepted by the Ohio Secretary of State, and foreign nonprofit corporations that have obtained a Certificate of Authority from Ohio, are automatically granted exemption from state corporate income tax.

Maintaining Registration Status

Quoted from Ohio Secretary of State: Forming a Corporation:

A statement of continued existence must be filed within each five years from the date of incorporation or from the last corporate filing. The statement must be filed by a trustee, officer or three members in good standing and shall set forth the corporate name, the place where the principal office of the corporation is located, the date of incorporation, the fact that the corporation is still actively engaged in exercising its corporate privileges and the name and address of its statutory agent.

The Secretary of State shall give written notice and provide the necessary forms to each corporation required to file the statement of continued existence. There is a filing fee of $5. Failure to file will result in cancellation of the articles of incorporation. A corporation which has been canceled may be reinstated by filing an application for reinstatement along with a $10 filing fee. If the reinstatement is not made within one year from the date of cancellation, and if another entity has registered the same or a similar name, an amendment changing the name is a prerequisite to reinstatement.

A foreign nonprofit corporation must file a statement of continued existence every five years. Failure to do so will result in cancellation of the corporation's license.

Forms

Forms are available from the Secretary of State's office, or the One Stop Business Permit Center (1-800-248-4040).

Additional References

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Registration as a Charitable Solicitor or Advisor

Registration as a Charitable Organization

Who Must Register as a Charitable Organization?

Ohio's charitable solicitation statute provides that every charitable organization that intends to solicit contributions in this state by any means or have contributions solicited in this state on its behalf by any other person, charitable organization, commercial co-venturer, or professional solicitor, or that participates in a charitable sales promotion, prior to engaging in any of these activities and annually thereafter, must file a registration statement with the Attorney General.

Certain organizations are exempted from the registration requirement. These include: (1) Any religious agencies and organizations, and charities, agencies, and organizations operated, supervised, or controlled by a religious organization, (2) Any educational institution, when solicitation of contributions is confined to alumni, faculty, trustees, or the student membership and their families; (3) Every person other than an individual (e.g. any corporation), when solicitation of contributions for a charitable purpose or on behalf of a charitable organization is confined to its existing membership, present or former employees, or present or former trustees; and (4) Any charitable organization that does not receive gross revenue, excluding grants or awards from the government or an organization that is exempt from federal income taxation under section 501(a) and described in section 501(c)(3) of the Internal Revenue Code, in excess of twenty-five thousand dollars during its immediately preceding fiscal year, if the organization does not compensate any person primarily to solicit contributions.

Initial State Registration for Charitable Organizations

For this state, the Uniform Registration Statement is ACCEPTED from foreign corporations in lieu of the specific state registration form.

Initial Ohio state registration for charitable solicitation requires:

  1. Submitting a specific completed form available from the Attorney General's office,
  2. A copy of the organization's annual financial report for the immediately preceding fiscal year. The financial report requirement may be satisfied with a complete copy of the organization's most recent IRS tax return, together with all schedules, attachments and reports due with the return.
  3. A registration fee, whose amount follows the same schedule as that for the annual registration report described under "Maintaining State Registration" below.

The details of the initial registration requirements are prescribed by Section 1716.02: Initial Registration of the Ohio State Revised Code.

Maintaining State Registration of Charitable Organizations

Maintaining Ohio state registration requires both of the following:

  1. Filing an annual financial report, which may be satisfied by filing complete copies of all annual federal tax or information returns required to be filed by the organization with the Internal Revenue Service for the taxable year, together with all schedules, attachments and reports due with the return.
  2. A filing fee with that report, whose amount is graded by the organization's contributions received:

    Contributions Fees
    Less than $5,000 $ 0
    $5,000 but less than $25,000 $ 50
    $25,000 but less than $50,000 $ 100
    $50,000 or more $ 200

Registration as a Fundraising Consultant or Counsel

Who Must Register as a Fundraising Consultant or Counsel?

This section is not yet written.

Initial State Registration as a Fundraising Consultant or Counsel

This section is not yet written.

Maintaining State Registration as a Fundraising Consultant or Counsel

This section is not yet written.

Registration as a Professional Solicitor

Who Must Register as a Professional Solicitor?

This section is not yet written.

Initial State Registration as a Professional Solicitor

This section is not yet written.

Maintaining State Registration as a Professional Solicitor

This section is not yet written.

Forms

Additional References

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Charitable Solicitation Regulations

Disclosures by Charitable Organizations

Every charitable organization, whether or not required to register pursuant to Chapter 1716: Charitable Organizations of the Ohio Revised Code, must clearly and conspicuously disclose at the point of solicitation:

  1. The name of the charitable organization.
  2. The city of its principal place of business.
  3. If the charitable organization does not have a current 501(c)(3) letter of determination from the IRS.
  4. The particular charitable purpose to be advanced with the funds.

The disclosure requirements are prescribed by Ohio Revised Code Section 1716.10: Required Disclosures on Solicitations.

Engaging Professional Solicitors and Fundraising Counsel or Consultants

Ohio law distinguishes professional solicitors from fundraising counsel. The former are obligated to satisfy significantly greater reporting and other requirements.

Organizations that engage in a professional solicitation contract must insure that contract meets the requirements of Ohio Revised Code Section 1716.08: Professional Solicitation Contracts. The solicitation appeal used by professional solicitors must include information in addition to that required for a solicitation campaign operated without a professional solicitor, as described in Section 1716.07: Professional Solicitors.

Although Ohio doesn't require notification by the nonprofit organization when it engages the services of a professional solicitor, it does require such notification from the professional solicitor. Professional solicitors are also required to provide a follow-up report on the results of the solicitation campaign to both the NPO and the Attorney General. Fundraising counsel that at any time has custody of contributions from a solicitation are also required to submit a follow-up report to the Attorney General.

Record Keeping for Charitable Organizations

The organization must maintain certain records associated with all solicitations, as prescribed in the statute Section 1716.11: Solicitation Records.

Special Regulations for Fundraising Consultants or Counsel

This section is not yet written.

Special Regulations for Professional Solicitors

This section is not yet written.

Other Regulations

None.

Forms

Forms must be obtained from the Attorney General's office.

Additional References

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Other Regulations and Requirements

Sales and Use Tax

To be completed.

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Unusual Features

The Ohio Charitable Solicitations Act is a modified version of the Model Charitable Solicitations Act of 1986. The portions applying to professional solicitors and fundraising counsel have been significantly rewritten from the Model. Other parts have also been altered.

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Other Subjects

None.

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Helpful Agencies, Organizations, and Other Resources

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Main page | Legal basis for regulation | Tax-exempt status | Registration as a charitable solicitor | Charitable solicitations | Financial accounting | Other issues | Easing the burden | Glossary | Resources by state
Page maintained by: Eric Mercer <mercer@muridae.com>

Page last updated 14Dec98

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