Directors are responsible for the management and operation of a non-profit corporation. Non-profit directors can serve with or without compensation. If you decide to compensate directors, remember that compensation must be deemed "reasonable" by the IRS. Directors are under the same constraints of duty and care for a non-profit corporation as they are for a "profit" corporation.
Most states require three directors. Some states only require one, including:
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California
Colorado
Delaware
Georgia
Iowa
Kansas |
Michigan
Mississippi
Nevada
New Hampshire
North Carolina
Oklahoma |
Oregon
Pennsylvania
Virginia
Washington |
When submitting a 501(c)(3) application or other exempt application, keep in mind the IRS generally likes to see an independent, financially disinterested board. This is why the IRS usually requires at least three distinct individuals to serve on the board of directors. It also helps if the directors are experienced in non-profit or business affairs. But don't worry if you only initially have one director. You'll have the chance to add more directors later.
The officers of a non-profit corporation run the day-to-day activities. Every non-profit corporation must have a president, treasurer and secretary. In some states, one person can hold every office. In others, one person can hold up to two offices, but cannot be both the president and the secretary. The states where one person may hold every office include:
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Arkansas
Delaware
Florida
Georgia
Iowa
Illinois
Hawaii
Kansas
Kentucky
Maine |
Massachusetts
Michigan
Minnesota
Mississippi
Missouri
Nevada
New Hampshire
New Jersey
North Carolina
Ohio |
Oklahoma
Oregon
Pennsylvania
South Carolina
Texas
Utah
Virginia
Wyoming |
To learn more and speak with a representative, please call us at 888-381-8758. We are happy to answer any questions you may have.
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