Law & Legal & Attorney Tax Law

How to Change a Florida Business From Profit to Nonprofit

    • 1). Write the purpose of your nonprofit organization. Revise your corporation's bylaws and pass corporate resolutions to convert the corporate activities to the new purpose. Prepare consent forms for all shareholders to authorize the change and direct a corporate officer to file a petition for conversion to a nonprofit corporation in court.

    • 2). Prepare a petition for conversion to a corporation nonprofit. Prepare a document stating the proposed articles of incorporation of the nonprofit, and have it signed by the president and secretary of the existing corporation. Include the information requested in the Florida Nonprofit Articles of Incorporation form (see Resources).

    • 3). File the petition, consent and authorizations of shareholders, and the proposed articles of incorporation in the circuit court of the county where the principal place of business of the corporation is located. Filing fees vary by judicial district, and change yearly. At the time of this article, filing a circuit court case in the 12th Judicial District of Florida costs $400 as of 2011 while filing in the 11th district costs $401. If approved, the court will forward the articles of incorporation endorsed by the judge to the Florida Department of State.

    • 4). Pay any taxes owed by the for-profit corporation to the State of Florida. Receive the certificate of receipt of the articles of incorporation from the Florida Division of Corporations and pay the filing fee. The filing fee for a nonprofit incorporation in the State of Florida as of 2011 is $35.

    • 5). Download, prepare and file IRS Form 1023 (Application for Recognition of Exemption Under Section 501(c)(3) of the Internal Revenue Code) to apply for federal tax-exempt status if you want your nonprofit to be able to solicit donations and government grants nationwide, including online (see Resources). Register your nonprofit with the Florida Division of Consumer Services if you want to solicit donations from the public within the State of Florida (see Resources).

    • 6). Revise any state or local business licenses to reflect the changes to your business. File Form DR-5, also known as an Application for Consumer's Certificate of Exemption (or a state sales tax exemption) with the Department of Revenue so that your nonprofit can buy supplies and equipment without paying sales taxes (see Resources).

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