If you’re looking to start a nonprofit in Indiana, there are a few important processes you must complete before soliciting donations. Incorporating a nonprofit in Indiana and obtaining federal tax-exempt status are two separate processes handled by two different agencies. The Indiana Secretary of State handles state incorporation, and the IRS grants 501(c)(3) status.
This guide walks through every required step of your formation, from choosing a name to meeting Indiana's ongoing compliance obligations.
How to start a nonprofit in Indiana at a glance
- You start by forming your business at the state level through the Indiana Secretary of State; 501(c)(3) status comes later from the IRS.
- Indiana requires at least one incorporator, a minimum of three directors, and a registered agent with a physical Indiana address.
- You can apply for federal tax exemption through the IRS, then apply for exemption from state taxes through the Indiana Department of Revenue.
- Indiana imposes charitable solicitation registration and reporting on certain organizations and professional fundraisers. Professional solicitors and fundraising counsel have their own registration requirements, and charities that solicit the public may also need to register with the state Attorney General. Local rules may add additional requirements.
Nonprofit corporation vs. 501(c)(3): What's the difference?
A nonprofit corporation is a legal business entity formed under state law by filing with the Secretary of State. Chapter 501(c)(3) of the Internal Revenue code allows qualifying charitable businesses to be exempted from certain federal taxes. 501(c)(3) exempt businesses can also solicit tax-deductible donations from donors and grant organizations.
Incorporating in Indiana does not make your organization tax-exempt. You must apply to the IRS independently.
How to start a nonprofit in Indiana: Step by step
Step 1: Choose a name for your Indiana nonprofit
The first step is to choose a name for your nonprofit. Your nonprofit's name must meet Indiana's statutory naming rules and be distinguishable from every other entity registered with the Indiana Secretary of State. Additionally, keep the following requirements in mind:
- Your nonprofit’s name must include a corporate suffix and cannot imply a purpose beyond what your articles or Indiana law permit.
- Certain words that suggest regulated activities (for example, banking, insurance, or some types of educational institutions) may require additional state approvals or review before you can use them in your name.
You can see if your preferred name is available by running a business name check with LegalZoom’s free search tool below or by using the Indiana Secretary of State's online business search tool. If your preferred name is available but you are not ready to file, you can reserve it for 120 days for a $10 fee. Read more in our comprehensive guide to Indiana business names.
Free Indiana Business Name Check
Starting a business? Use our free name check tool to check your business name against existing records in Indiana.
By clicking "Check Availability," I agree to LegalZoom's Terms of Use. This search is a preliminary check of state databases and does not include variations or trademarks. Results do not guarantee name availability or compliance with legal requirements.
Step 2: Appoint incorporators, initial directors, and a registered agent
Your nonprofit needs to have certain roles and responsibilities filled before you file your articles.
- Incorporator. At least one incorporator must sign and submit your articles. The role ends once the Secretary of State accepts the filing.
- Initial board of directors. Indiana requires a minimum of three directors. They govern the organization, set policy, and carry fiduciary responsibility. Recruit people who will attend meetings and sign documents—placeholder directors who are not able to fulfill their roles after filing create serious governance problems.
- Registered agent. Every Indiana nonprofit must have a registered agent with a physical Indiana street address, available during regular business hours. You can name yourself, someone else in the organization, or a professional service. The agent's name and address become part of the public record; if that raises privacy concerns, consider a professional service.
Step 3: File articles of incorporation with the Indiana Secretary of State
Articles of incorporation, filed on Indiana State Form 4162, legally create your organization. Nothing else in this process can move forward until the Secretary of State accepts them. You can complete it online through the INBiz portal or download a paper version for mail submission.
Here’s what you should include in your articles.
- Corporate name. Spell out the full legal name, including the required corporate suffix.
- Registered agent name and address. Write out their full name and Indiana street address.
- Incorporator(s) name and address. Include the name and address of every person signing the articles.
- Structure. Most small nonprofits are non-membership organizations governed entirely by a board of directors, but note if yours will have members.
- Initial board of directors. This is optional at the state level, but the IRS requires you to have at least three to get 501(c)(3) status.
- Purpose clause. This is required for 501(c)(3) status. It must restrict activities to one or more purposes exempt under federal law—charitable, educational, religious, or scientific. Generic language like "any lawful purpose" will not satisfy the IRS. Use or closely adapt the IRS's sample purpose clause language.
- Dissolution clause. Indiana requires you to state how the corporation’s assets will be distributed if it ever dissolves. For 501(c)(3) status, your articles must specify that any remaining assets will go to one or more organizations recognized as 501(c)(3) charities or to a federal, state, or local government for a public purpose, using language consistent with IRS guidance.
The purpose and dissolution clauses are extremely important. Don’t use vague or boilerplate language, as the IRS will scrutinize them.
Step 4: Draft nonprofit bylaws and adopt a conflict of interest policy
Bylaws govern how the board meets, how officers are selected, how decisions get made, and what happens when something goes wrong. Indiana does not require you to file bylaws with the Secretary of State, but the IRS reviews both your bylaws and conflict of interest policy as part of the Form 1023 application.
Your bylaws should address:
- Officer titles and duties. Define roles—typically president or chair, secretary, and treasurer—and responsibilities.
- Board meeting frequency and quorum. State how often the board must meet and how many directors must be present for a vote to be valid.
- Voting procedures. Specify thresholds for ordinary business versus major decisions, such as amending bylaws or dissolving the organization.
- Director election and removal. Describe how directors join the board, how long they serve, and the removal process.
- Fiscal year. Name the start and end dates. This affects IRS filing deadlines.
- Amendment procedures. Establish how bylaws can be changed and what vote is required.
- Conflict of interest policy. Include a separate document requiring directors and officers to disclose personal financial interests in matters before the board and step back from related votes. Its absence is a flag during Form 1023 review.
Once bylaws are drafted, hold your board’s first organizational meeting. At that meeting, the board should formally adopt the bylaws, approve the employer identification number (EIN) application and opening of a business bank account, and go over any other setup required. Keep detailed minutes of this meeting, as the IRS or future grantors may want proof of good governance.
Step 5: Obtain an EIN from the IRS
An EIN is your nonprofit's federal tax identification number. It identifies your organization to the federal government; it does not confer tax-exempt status. You need one before you can open a bank account, hire employees, or submit the 501(c)(3) application.
Apply online and you will receive your EIN immediately at no cost.
Step 6: Apply for federal 501(c)(3) tax-exempt status
The 501(c)(3) application requires detailed information about your organization's activities, governance, finances, and governing documents. Errors or omissions can result in months of delays or outright denial.
- Determine which form applies. Form 1023-EZ is available to organizations projecting annual gross receipts under $50,000 and total assets under $250,000. Organizations exceeding those thresholds must use the standard Form 1023, which requires significantly more documentation and narrative.
- Gather supporting documents. Have your stamped articles of incorporation, adopted bylaws, conflict of interest policy, and EIN confirmation ready. Form 1023 also requires a narrative description of planned activities and financial projections for three to five years.
- Submit electronically through Pay.gov. Both forms are filed electronically. Paper filing is not an option.
- Pay the user fee. Form 1023 is $600. Form 1023-EZ is $275. Neither fee is refundable.
- Wait for IRS review. Form 1023-EZ applications are reviewed faster than full Form 1023 applications, which can take several months. Check the IRS website for current processing estimates before filing.
If you submit your application within 27 months of your incorporation date, the IRS treats your tax-exempt status as effective from the date your articles were filed. File late, and you may owe taxes on contributions received before the determination letter arrived.
Once you receive your IRS determination letter, keep multiple copies. Donors may need it to claim deductions, grantmakers typically require it, and you will need it to complete the final step.
Step 7: Apply for Indiana state tax exemptions
Federal 501(c)(3) status does not exempt your organization from Indiana taxes. Indiana operates multiple separate layers of tax exemption, and each requires its own application.
- Indiana state income tax exemption. File Form NP-20A with the Indiana Department of Revenue to have your organization recognized as a nonprofit for state tax purposes and to apply for exemption from sales and certain income taxes. NP‑20A generally must be filed within 120 days of formation. If your IRS determination letter is not yet available when you file, you may be asked to provide it when it is issued.
- Indiana sales tax exemption. After the Department of Revenue approves NP‑20A and recognizes your organization as exempt, you can present Form NP-1 (General Sales Tax Exemption Certificate) to vendors so you can purchase qualifying goods and services without paying Indiana sales tax. Without state recognition and a properly completed NP-1, your organization will pay sales tax on purchases even if it has 501(c)(3) status.
- Indiana property tax exemption. If your organization owns real property, file with the county assessor where the property is located. Each county handles this independently, so requirements and forms vary.
Keep in mind that no exemption is automatic. Your IRS determination letter is a prerequisite for most state exemptions, but not a substitute. Apply for each one separately through the appropriate agency.
Charitable solicitation requirements
Indiana does not require charitable organizations to register at the state level before soliciting donations when using their own employees or volunteers. The registration requirement targets paid professionals hired to fundraise on your behalf.
- Professional fundraiser consultants—individuals or firms hired to plan, manage, or advise on fundraising campaigns without directly soliciting—must register with the Indiana Attorney General's Office before beginning a campaign.
- Professional solicitors—paid individuals who directly solicit contributions—must register with the Attorney General's Consumer Protection Division and provide campaign information. Initial registration fee: $1,000, plus $50 annual renewal.
- Your own people are exempt. Charities using their own bona fide employees or volunteers are not required to register or report fundraising campaigns to the state.
If you hire outside fundraising professionals, the registration obligation falls on them. Before entering any contract with a professional solicitor or fundraiser consultant, verify they are properly registered—working with an unregistered solicitor can expose your organization to legal risk.
Some Indiana counties and municipalities may also require charities soliciting in person to register locally. Confirm with the relevant county or municipality before beginning in-person campaigns.
Indiana nonprofit ongoing compliance
Formation is the start, but compliance is forever, or at least until dissolution. Missing deadlines can result in penalties, administrative dissolution or loss of tax-exempt status. Build a compliance calendar on the day you incorporate. The Business Entity Report's two-year cycle, Form NP-20R's five-year cycle, and the annual Form 990 due date operate on different clocks and involve different agencies.
Business Entity Report
The Business Entity Report is due to the Indiana Secretary of State every two years, starting two years after your initial incorporation date. It costs $22 to file online through INBiz or $20 by mail, though online filing is strongly preferred. Failure to file can result in administrative dissolution.
Indiana Form NP-20R
This form is due to the Indiana Department of Revenue by May 15 every five years. Because this is a relatively new form, initial filing deadlines are staggered across 2024–2027 based on the last two digits of your FEIN. Submit through the INTIME portal. Failure to file within 60 days of the Department of Revenue notification can result in cancellation of exempt status.
IRS Form 990
Tax exempt does not mean tax-filing exempt. Every 501(c)(3) must file an annual information return regardless of income. Whether you use Form 990, 990-EZ, 990-N, 990-PF, or 990-T depends on annual gross revenue. The IRS will revoke tax-exempt status for organizations that fail to file for three consecutive years and will not send reminders.
Form IT-20NP (if required)
If your nonprofit earns unrelated business income, you are still required to pay taxes on it. Revenue from activities not substantially related to your exempt purpose may be taxable. Organizations reaching $1,000 in such sales must file Form IT-20NP with the Indiana Department of Revenue, and it can be found here.
Continuous obligations
If your registered agent moves, resigns, or becomes unreachable, update the Secretary of State's records immediately. Failure to maintain a registered agent can result in administrative dissolution.
Also, Indiana law requires written minutes of board meetings, documented votes and resolutions, and retained financial records. The IRS may request these if your exempt status is ever questioned.
How much does it cost to start a nonprofit in Indiana?
| Item | Fee | Notes |
|---|---|---|
| Articles of Incorporation—online filing | $31 | Filed through Indiana's INBiz portal |
| Articles of Incorporation—mail filing | $50 | Approximately one week to process |
| Name reservation (optional) | $10 | Holds your chosen name for 120 days |
| EIN | $0 | Free; applied for online through the IRS |
| IRS Form 1023 | $600 | Non-refundable |
| IRS Form 1023-EZ | $275 | Available to qualifying smaller organizations; non-refundable |
Confirm current IRS user fees at IRS.gov and Indiana's articles of incorporation fee on the Secretary of State's fee schedule before filing.
How long does it take to start a nonprofit in Indiana?
Plan for three months at minimum and as long as nine to twelve months or more if you file the full Form 1023 and the IRS has follow-up questions. The biggest variable is the IRS, not Indiana.
A few things to know as you plan.
- The 27-month rule matters. If you submit your Form 1023 or 1023-EZ within 27 months of incorporation, the IRS backdates your tax-exempt status to your incorporation date. A longer IRS review does not penalize you on this timeline, but delaying your filing does.
- You can operate while you wait. Donors cannot claim a tax deduction until your determination letter arrives, unless the 27-month rule applies.
- Errors are the biggest timeline risk. Vague activity descriptions, missing attachments, or unclear governing language trigger a request for additional information and can add months to the process.
How LegalZoom can help you start your Indiana nonprofit
If the filing sequence, IRS language requirements, and multi-agency compliance obligations feel like a lot to manage, LegalZoom can handle the formation paperwork and 501(c)(3) application preparation, reducing the risk of drafting errors that most commonly delay IRS approval.
We’ve helped more than 4 million businesses get started, including over 100,000 nonprofits. Use our nonprofit filing service to make sure you cover your bases from the beginning, and stay on top of your status with our compliance services.
Indiana nonprofit FAQs
Can I start a nonprofit by myself in Indiana?
One person can serve as the sole incorporator and handle all filing work, but Indiana law requires a minimum of three directors on the initial board. You can be one of the three, but you cannot be the only person involved in governance.
Can a nonprofit in Indiana apply for grants without 501(c)(3) status?
Most private foundations and government grant programs require a current IRS determination letter before considering an application. Without it, grant applications will typically be rejected at the eligibility screening stage regardless of your mission.
Two partial workarounds exist.
- Fiscal sponsorship. An established 501(c)(3) receives grant funds on behalf of an emerging nonprofit that lacks its own tax-exempt status, taking legal and financial responsibility for the grant. This lets you pursue funding while your IRS application is pending, but requires finding a willing sponsor and typically involves a fee of 5–15% of funds received.
- The 27-month retroactive rule. If the IRS approves your application within 27 months of incorporation, your 501(c)(3) status is retroactive to your incorporation date. Grants received during the application period may be treated as tax-deductible retroactively—but most funders will not release funds until the determination letter is in hand.
If grant funding is central to your early operating plan, prioritize filing your articles of incorporation and Form 1023 or Form 1023-EZ as quickly as possible.
What is the 33% rule for nonprofits?
The 33% rule refers to the IRS public support test under IRC § 509(a)(1) or § 509(a)(2), which requires a public charity to receive at least one-third of its total support from public sources over a five-year measurement period. Falling below that threshold can trigger reclassification as a private foundation, which carries stricter operating rules and limits grant eligibility.
Does Indiana require nonprofit bylaws to be filed with the state?
No. Bylaws are adopted by the board at the organizational meeting and kept internally. The IRS, however, requires a copy as part of the Form 1023 application. Draft and adopt them before submitting your federal exemption application.
What happens if I miss Indiana's Business Entity Report deadline?
Missing the biennial Business Entity Report deadline can result in administrative dissolution by the Indiana Secretary of State. An administratively dissolved nonprofit loses legal authority to conduct business, other than winding up its affairs,until it files for reinstatement, pays outstanding fees, and submits a reinstatement application.
What is the difference between IRS Form 1023 and Form 1023-EZ?
Form 1023 is the standard 501(c)(3) application, requiring detailed activity narratives, financial projections, and supporting documents, with a $600 user fee and a review period of several months. Form 1023-EZ is a streamlined three-page version available only to organizations whose annual gross receipts have not exceeded $50,000 in the past three years and are not projected to exceed $50,000 in the next three years Complete the IRS's Form 1023-EZ eligibility worksheet before filing.
'%20/%3e%3c/svg%3e)
'%3e%3cpath%20fill-rule='evenodd'%20clip-rule='evenodd'%20d='M9.31239%2025.5316H13.0679V14.1032H9.31239V25.5316ZM11.1913%208.46875C9.93945%208.46875%209%209.25086%209%2010.505C9%2011.5995%209.78211%2012.5389%2011.1913%2012.5389C12.6005%2012.5389%2013.3826%2011.5995%2013.3826%2010.505C13.3826%209.4082%2012.6005%208.46875%2011.1913%208.46875ZM27%2018.9577V25.5316H23.2445V19.4275C23.2445%2017.8609%2022.6174%2016.7664%2021.3679%2016.7664C20.2711%2016.7664%2019.644%2017.5463%2019.3316%2018.1756C19.1743%2018.488%2019.1743%2018.8004%2019.1743%2019.1128V25.5316H15.4165V13.9458H19.1743V15.5123C19.644%2014.7302%2020.5835%2013.6357%2022.6174%2013.6357C25.1234%2013.7908%2027%2015.3573%2027%2018.9577Z'%20fill='white'/%3e%3c/g%3e%3cdefs%3e%3cclipPath%20id='clip0_952_9489'%3e%3crect%20width='18'%20height='18'%20fill='white'%20transform='translate(9%208)'/%3e%3c/clipPath%3e%3c/defs%3e%3c/svg%3e)
