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FLORIDA DEPARTMENT OF STATE
DIVISION OF CORPORATIONS

INSTRUCTIONS FOR NOT FOR PROFIT ARTICLES OF INCORPORATION

The following are instructions, a cover letter and sample articles of incorporation pursuant to Chapter 617,
Florida Statutes (F.S.)

NOTE: THIS IS A BASIC FORM MEETING MINIMAL REQUIREMENTS FOR FILING ARTICLES
OF INCORPORATION.

The Division of Corporations strongly recommends that corporate documents be reviewed by your legal
counsel. The Division is a filing agency and as such does not render any legal, accounting, or tax advice.

If you intend to apply for IRS federal tax exemption as a charitable organization, your articles of incorporation
must contain a required purposed clause and a dissolution of assets provision. Valuable information on 501 (c)
(3) qualification is on the IRS website, www.irs.gov. It includes sample articles of incorporation. Click the
“charities and Nonprofits” link and then the Life Cycle of a Public Charity link.

Chapter 496, F.S., requires charitable organizations or sponsors intending to solicit contributions from the
public in the state of Florida to register annually with the Division of Consumer Services. They may be reached
at (850) 488-2221 or 1-800-435-7352 for more information.

A preliminary search for name availability can be made on the Internet through the Division’s records at
www.sunbiz.org. Preliminary name searches and name reservations are no longer available from the Division
of Corporations. You are responsible for any name infringement that may result from your corporate name
selection.

Pursuant to Chapter 617.0202, F.S., the articles of incorporation must set forth the following:

Article I: The name of the corporation must include a corporate suffix such as Corporation,
Corp., Incorporated, or Inc.; “Company” or “Co.” may not be used as a corporate
suffix by a nonprofit corporation.

Article II: The principal place of business and mailing address of the corporation. The principal address
must be a street address. The mailing address, if different, can be a P.O. Box address.

CR2E006 (09/16)

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Article III: The specific purpose or purposes for which the corporation is organized. A general
statement of “any and all lawful business” will not be sufficient.

Article IV: The manner in which the Directors are elected or appointed.

Article V: The names, address and titles of the Directors/Officers (optional) When naming Directors, 3
must be listed. The names of officers/directors may be required to apply for a license, open a
bank account, etc.

Article VI: The name and Florida street address (P.O. Box NOT acceptable) of the initial
Registered Agent. The Registered Agent must sign in the space provided and type or
print his/her name below signature accepting the designation as Registered Agent.

Article VII: The name and address of the Incorporator. The Incorporator must sign in the space
provided and type or print his/her name below signature.

The “incorporator” is the person who prepares and signs the Articles of Incorporation and then
submits them for filing to the Division of Corporations. The function of the incorporator usually
ends after the corporation is filed.

An Effective Date: Add a separate article if applicable or necessary: An effective date may be
added to the Articles of Incorporation, otherwise the date of receipt will be the
file date. (An effective date can not be more than five (5) days prior to
the date of receipt or ninety (90) days after the date of filing).

Important Information About the Requirement to File an Annual Report
All Florida Not- For-Profit Corporations must file an Annual Report yearly to maintain “active” status. The
first report is due in the year following formation. The report must be filed electronically online between
st st
January 1 and May 1 . The fee for the annual report is $61.25. “Annual Report Reminder Notices” are sent to
st
the e-mail address you provide us when you submit this document for filing. To file any time after January 1 ,
go to our website at www.sunbiz.org.

**********************************************************************************

The fee for filing a not for profit corporation is:
Filing Fee $35.00
Designation of Registered Agent $35.00
Certified Copy (optional) $8.75 (plus $1 per page for each page over 8, not to exceed a
maximum of $52.50).
Certificate of Status (optional) $8.75

(Make checks payable to Department of State)

Mailing Address: Street Address:
Department of State Department of State
Division of Corporations Division of Corporations
P.O. Box 6327 The Centre of Tallahassee
Tallahassee, FL 32314 2415 N. Monroe Street, Suite 810
(850) 245-6052 Tallahassee, FL 32303
(850) 245-6052

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                                        COVER LETTER 
 
Department of State 
Division of Corporations 
P. O. Box 6327 
Tallahassee, FL  32314 
 
SUBJECT:                                                                                                                       
                         (PROPOSED CORPORATE NAME – MUST INCLUDE SUFFIX) 
 
Enclosed is an original and one (1) copy of the Articles of Incorporation and a check for : 
 
  ☐ $70.00               ☐ $78.75          ☐$78.75                                                             ☐ $87.50 
  Filing Fee             Filing Fee &      Filing Fee                                                          Filing Fee, 
                         Certificate of    & Certified Copy                                                    Certified Copy 
                         Status                                                                                & Certificate 
 
                                           ADDITIONAL COPY REQUIRED 
 
         FROM:                                                       
                                         Name (Printed or typed) 
                                              
                                          Address 
                                              
                                         City, State & Zip 
                                              
                                        Daytime Telephone number  
 
                                            E-mail address: (to be used for future annual report notification) 
 
                    NOTE:  Please provide the original and one copy of the articles.

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                                             ARTICLES OF INCORPORATION 
                                       In compliance with Chapter 617, F.S., (Not for Profit) 
                                                                        
ARTICLE    I       NAME 
The name of the corporation shall be: _________________________________________________________________________ 
 
ARTICLE    II      PRINCIPAL       OFFICE 
                                   
                   Principal street address:                                                    Mailing address, if different is: 
           
          ____________________________________________________________        _______________________________________________________________ 
 
          ____________________________________________________________        _______________________________________________________________ 
 
          ____________________________________________________________        _______________________________________________________________ 

ARTICLE III      PURPOSE 
The purpose for which the corporation is organized is: _______________________________________________________________ 
 
___________________________________________________________________________________________________________ 
 
___________________________________________________________________________________________________________ 
 
___________________________________________________________________________________________________________ 
 
___________________________________________________________________________________________________________ 
 
___________________________________________________________________________________________________________ 
 
___________________________________________________________________________________________________________ 
 
ARTICLE    IV      MANNER          OF ELECTION     The manner in which the directors are elected and appointed: __________________ 
 
________________________________________________________________________________________________________________________ 
 
     ARTICLE  V       INITIAL OFFICERS AND/OR DIRECTORS 
 
Name and Title:                                                       Name and Title:                                              
           
Address                                                           Address:                                                         
                          
Name and Title:                                                       Name and Title:                                              
           
Address                                                           Address:                                                         
                          
Name and Title:                                                       Name and Title:                                              
           
Address                                                           Address:

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Name and Title:                                                                             Name and Title:                                              
           
Address                                                                        Address:                                                                  
                             
Name and Title:                                                                             Name and Title:                                              
           
Address                                                                        Address:                                                                  
                             
ARTICLE      VI       REGISTERED   AGENT 
The name and Florida street address (P.O. Box NOT acceptable) of the registered agent is: 
       
  Name:                                                                                                                                 
 
  Address:                                                                                                                   
         
ARTICLE      VII     INCORPORATOR    
The name and address of the Incorporator is: 
      
   Name:                                                                                                                                
 
   Address:                                                                                                                  
   
ARTICLE      VIII  EFFECTIVE DATE:  
Effective date, if other than the date of filing:                                                                 . (OPTIONAL) 
(If an effective date is listed, the date must be specific and cannot be more than five days prior or 90 days after the filing.)  
 
Note:  If the date inserted in this block does not meet the applicable statutory filing requirements, this date will not be listed as the 
document’s effective date on the Department of State’s records. 
 
Having been named as registered agent to accept service of process for the above stated corporation at the place designated in this 
certificate, I am familiar with and accept the appointment as registered agent and agree to act in this capacity 
 
                                     Required Signature of Registered Agent                                                                       Date 
 
I submit this document and affirm that the facts stated herein are true. I am aware that any false information submitted in a document to 
the Department of State constitutes a third degree felony as provided for in s.817.155, F.S. 
 
                                                  Required Signature of Incorporator                                                               Date

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