How to Start a Nonprofit in West Virginia

Step 3: File articles of incorporation 

Now your business is ready to be formally recognized by the state. You’ll file articles of incorporation with the Secretary of State. Prepare to provide the following information:

• Corporate name, including the correct entity designator
• Physical and mailing addresses for the principal office and principal place of business
• Name and physical street address of the registered agent
• Business email address and website
• The nonprofit's purpose
• Whether the corporation will have members
• Name and address of each incorporator
• A statement on whether the corporation is veteran-owned
• A statement on whether the corporation owns or expects to own land in West Virginia

This West Virginia Secretary of State nonprofit filing is unique from other states in that it already includes the necessary language required by the IRS to apply for 501(c)(3) status. The form includes a purpose clause, dissolution clause, and private inurement prohibition—all of which the IRS looks for during its review of your Form 1023.

You can file online or by mail. 

• Online: File online through the West Virginia One Stop Business Portal. This is the fastest method. 
• By mail: Mail Form CD-1NP to any of the three Secretary of State hub offices. You can find the addresses on the Secretary of State’s home page via the interactive map. Standard processing for mailed forms takes approximately 5–10 business days.

There is a $25 filing fee, but expedited processing is available for an additional $25–$500, depending on how quickly you need approval.

Step 4: Draft bylaws and hold your organizational meeting

Bylaws are your organization's internal rulebook. West Virginia does not require you to file bylaws with the state, but you should still adopt them at your first organizational meeting. The IRS requires bylaws as part of the 501(c)(3) application, and banks and grantors will expect to see them.

Here’s what your nonprofit bylaws in West Virginia should cover:

• The organization's name and principal office address
• The purpose of the organization
• Membership provisions, if any
• Board of directors composition, including the number of seats, qualifications, term lengths, and how vacancies are filled
• Officer roles and responsibilities
• Meeting frequency and quorum requirements
• Voting procedures
• Amendment procedures
• Conflict of interest policy provisions (the IRS specifically looks for this)

After the Secretary of State approves your articles, the initial board must hold an organizational meeting to formally adopt the bylaws, elect officers, approve a conflict of interest policy, and authorize the employer identification number (EIN) application and bank account opening. Keep written minutes in your business records just in case the state or IRS requests their review in the future.

For a more in-depth look, check out LegalZoom’s guide on how to write nonprofit bylaws. 

Step 5: Obtain an EIN from the IRS

An employer identification number is a nine-digit federal tax ID that the IRS assigns to your organization. Every nonprofit needs an EIN—even organizations with no employees—to open a bank account, establish credit with vendors, and file the 501(c)(3) application.

You can obtain an EIN either directly through the IRS’ website, or you can use LegalZoom’s EIN service, which compiles your information and files the application for you for an easy, stress-free process.

Step 6: Apply for federal 501(c)(3) tax-exempt status

Once you have your EIN, it’s time to apply for 501(c)(3) status, which exempts your organization from federal income tax, makes contributions tax-deductible for donors, and qualifies you for most private foundation grants and government programs requiring 501(c)(3) designation.

There are two application forms available, each with different eligibility requirements: 

• Form 1023-EZ (streamlined application) is available to organizations that project gross receipts of $50,000 or less in each of the next three years, have total assets of $250,000 or less, and meet additional criteria on the IRS Form 1023-EZ eligibility worksheet. The user fee is $275.
• Form 1023 (full application) is required for all other organizations. The user fee is $600.

Some grant-making foundations scrutinize whether a 501(c)(3) used Form 1023-EZ instead of the full Form 1023. If grant funding is central to your mission, discuss this choice with an attorney before deciding which form to use.

Both forms are filed electronically through Pay.gov. Form 1023-EZ is typically processed within a few weeks, while Form 1023 can take several months to over a year. Check IRS application processing times for current estimates before filing.

When the IRS approves your application, it issues a determination letter that confirms your 501(c)(3) status. You’ll need that letter for West Virginia to grant your nonprofit a state-level tax exemption.

Step 7: Register for West Virginia nonprofit tax exemption

Your IRS determination letter does not automatically exempt you from all West Virginia state taxes. State tax-exempt status for nonprofits in West Virginia relies on federal status, the type of organization, and its business activities. Here’s a look at what your nonprofit may or may not be exempt from:

• Corporation Net Income Tax. If your nonprofit has been granted 501(c)(3) status, West Virginia automatically recognizes it, so you don’t have to pay the corporation net income tax. However, if you have unrelated business income that is subject to federal tax, you will need to pay it in regards to that income. Speak to a tax professional if you have questions regarding which income qualifies.
• Sales and use tax. Some nonprofit organizations may be eligible for an exemption from the West Virginia sales and use tax. Reference Document TSD-320 to determine if your nonprofit is eligible. If you’re eligible for a sales and use tax exemption, you’ll first need to register your organization with the West Virginia Tax Division, either through your One Stop Business Portal account or by mailing Form BUS-APP to the address on the form. This step is required for any entity conducting business in the state. The filing fee is $30.

Step 8: Register for charitable solicitation if you plan to fundraise

Most West Virginia nonprofits that plan on asking the public for money must register as a charitable organization. Soliciting without registration exposes your organization to penalties and can jeopardize your ability to fundraise in the state.

Every charitable organization that intends to solicit contributions within West Virginia, or have funds solicited on its behalf, must register with the Secretary of State’s Charities Division before any solicitation begins. Registration is valid for one year and must be renewed annually. Late registration carries a penalty of $25 for each month, or part of a month, that the registration is filed after the due date.

To register:

1. Complete Form CHR-1 (Registration Statement of Charitable Organizations) and mail it to: West Virginia Secretary of State, Charities Division, WV One Stop Business Center, 13 Kanawha Boulevard West, Suite 201, Charleston, WV 25302.
2. Make sure to include your IRS determination letter, most recent Form 990 (if applicable), a balance sheet and financial statement from an independent certified public accountant, and copies of contracts with professional solicitors or fundraisers. 
3. Include payment for the registration fee: $15/year if your organization raises less than $1 million, or $50/year if it raises more than $1 million.

Organizations that expect to receive less than $50,000 in contributions and do not employ a professional fundraising solicitor are exempt. Additional exemptions exist for accredited educational institutions, nonprofit hospitals, and organizations that solicit only from their own members. Check the other types of exemptions before you skip registration.

West Virginia nonprofit filings at-a-glance

Still a little unclear on how to start a nonprofit in West Virginia? Reference this table for a quick look at each step, agency, form, fee, filing method, and turnaround time.