How to Start a Nonprofit Organization in California

October 29, 2026

Starting a nonprofit in California means forming a nonprofit public benefit corporation with the Secretary of State, then registering with the state agencies that oversee charities and applying for tax exemption at both the federal and state level. The order matters. Each step depends on the one before it, and some deadlines start running as soon as your organization receives its first donation.

This guide walks through the sequence in the order you will actually need it: incorporate, register with the Attorney General when charitable assets arrive, apply to the IRS, apply to the Franchise Tax Board (FTB), and then keep up with ongoing filings.

This content is informational only. It is not legal or tax advice. Nonprofit formation involves governance, tax, and charitable law decisions that depend on your specific facts. Consult a qualified attorney or CPA before you file, especially if you plan to hold property, employ staff, or run a complex program.

What You Need Before You Start

Gather these items before you file anything. Most delays come from missing a document midway through a form.

• A proposed corporate name, checked in the bizfile business search
• Names and addresses of your initial directors and a registered agent for service of process (an individual who resides in California, or a corporation that holds a Corporations Code 1505 certificate)
• A written mission statement and a first-year budget, which you will need for the IRS application
• Draft bylaws that govern the board, officers, and meetings
• A federal Employer Identification Number (EIN) from the IRS, which you need for the Attorney General filing if your IRS determination letter has not arrived yet
• A record of every donation, grant, or noncash gift you receive, with dates and amounts, so you can tell when the Attorney General registration clock starts
• A payment method for each agency, since the Secretary of State, Attorney General, and IRS each charge fees or use an online payment system

Step 1: File Articles of Incorporation for a Nonprofit Public Benefit Corporation

Your Articles of Incorporation create the legal entity. For a California nonprofit public benefit corporation, you file Form ARTS-PB with the Secretary of State's Business Programs Division. The filing fee is $30. Most filers use bizfile Online.

Two clauses in the Articles matter most for federal tax-exempt status:

• Purpose clause: This states the charitable, educational, scientific, or other exempt purposes the organization will pursue. The IRS expects the language to limit the organization to exempt purposes.
• Dissolution clause: This states that if the organization dissolves, its remaining assets go to one or more exempt organizations or to a government purpose. Without this language, the IRS may not approve your application.

The Secretary of State and the IRS both publish sample wording for these clauses. Start from their language rather than writing your own, and have your attorney review the final text.

If you need time to finish the Articles, you can reserve a corporate name for $10 for 60 days through the Secretary of State name availability page. The reservation is not renewable for consecutive periods, so file before it expires.

After filing, you have two ongoing obligations to track:

• Registered agent: You must keep an agent for service of process in California at all times.
• Statement of Information (Form SI-100): File this within 90 days of filing the Articles, at a fee of $20. After that, you file it every two years.

Adopt your bylaws and hold your first board meeting soon after filing. The bylaws and minutes are the records the Attorney General and IRS will ask to see later.

Step 2: Register With the Attorney General When Charitable Assets Arrive

California requires most charities to register with the Attorney General's Registry of Charities and Fundraisers. The rule that surprises many founders is timing. You must register within 30 days of first receiving charitable assets. Charitable assets include donations, property, grants, and noncash gifts. The deadline applies whether or not your IRS determination letter has arrived.

Register through the Attorney General's Online Filing Service using Form CT-1. The initial registration fee is $50. Some older guides list $25, which is out of date.

Attach these documents to your CT-1 filing:

• Your endorsed Articles of Incorporation
• Your bylaws
• Your IRS determination letter, if you have received it
• If you have not received the determination letter, your EIN
• A copy of your IRS application (Form 1023, 1023-EZ, or 1024), if you have submitted one

Registration with the Attorney General is separate from both the IRS and the FTB. It is the state's oversight of charitable assets, and it continues every year through renewal. Visit the Attorney General's charities page for current forms and instructions.

Step 3: Apply for Federal Tax-Exempt Status With the IRS

Federal tax-exempt status, usually under Section 501(c)(3) of the Internal Revenue Code, lets donors deduct contributions and lets your organization avoid federal income tax on its exempt activities. You apply to the IRS using one of two forms:

• Form 1023-EZ: A streamlined application for small organizations. You must first complete the IRS eligibility worksheet and confirm that your organization qualifies.
• Form 1023: The full application, which requires more detail about your programs, finances, governance, and planned activities.

Both forms are filed online through Pay.gov, and both carry a user fee. Check with the IRS for the current user fee, the current eligibility limits for Form 1023-EZ, and current processing times, because these change. Use the IRS Charities and Non-Profits page as your starting point.

When the IRS approves your application, it issues a determination letter. Keep the original. You will need it for the Attorney General filing if you have not already made it, and you will need it for the FTB application.

Step 4: Apply for California Exemption With the Franchise Tax Board

California exemption is separate from federal exemption. Receiving an IRS determination letter does not automatically exempt you from California tax. You must apply to the Franchise Tax Board.

• If you have your IRS determination letter, file Form FTB 3500A with a copy of it.
• If you do not have an IRS letter, file Form FTB 3500 instead.

There is no filing fee for either form. Until the FTB grants your state exemption, check with the FTB about whether you owe franchise tax and what filings you need to make in the meantime. Do not assume the answer. Visit the Franchise Tax Board website to confirm the current requirements for your situation.

Step 5: Keep Up With Ongoing Filings

Forming the organization is the first of many recurring obligations. Missing them can cost you your registration, your exemption, or both.

Annual Renewal With the Attorney General: Form RRF-1

Each year, most charities file Form RRF-1 with the Attorney General, along with one of the following, depending on your filing requirement:

• IRS Form 990, 990-EZ, or 990-PF
• Form CT-TR-1, for organizations not required to file a Form 990

The due date is 4 months and 15 days after your fiscal year ends. For a December 31 year end, that date is May 15. The Attorney General honors IRS extensions, so if you extend your federal return, the state deadline moves with it.

The RRF-1 fee depends on your total revenue. Use this current schedule:

Total Revenue	RRF-1 Fee
Under $50,000	$25
$50,000 to $100,000	$50
$100,001 to $250,000	$75
$250,001 to $1 million	$100
$1,000,001 to $5 million	$200
$5,000,001 to $20 million	$400
$20,000,001 to $100 million	$800
$100,000,001 to $500 million	$1,000
Over $500 million	$1,200

Audit Requirement

A charity with gross revenue of $2 million or more in a fiscal year must have audited financial statements prepared by an independent CPA (Government Code 12586(e)). The threshold excludes government grants and service contracts that require an accounting of the funds, so do not add them in when you test whether you have crossed $2 million. Confirm how your specific revenue sources count with a CPA before your year end.

California Annual Return: Form 199 or 199N

After you receive state exemption, you file an annual information return with the FTB. The due date is the 15th day of the fifth month after your year end, which is May 15 for a December year end. Organizations with gross receipts normally $50,000 or less may file the e-postcard, Form 199N, instead of the full Form 199.

Statement of Information

Your corporation's Statement of Information (SI-100) is due every two years, at a fee of $20, as described in Step 1. Keep your registered agent information current, since the Secretary of State uses it for legal notices.

Other Registrations to Check

California has no general statewide business license. The Secretary of State issues no licenses or permits, and a seller's permit from the California Department of Tax and Fee Administration (CDTFA) is not a business license. Depending on your activities, you may also need the following:

• CDTFA seller's permit: Register with the CDTFA if you sell taxable goods. The permit is free. California's statewide base sales tax rate is 7.25%, and city and district rates bring the total up to between 7.25% and 11.75%. See the CDTFA website.
• Employment Development Department (EDD): Register with the EDD if you have employees.
• City business tax: Most California cities charge a local business tax or require a registration certificate, but there is no common formula. Check with your city for its rules.
• Activity-specific licenses: Regulated trades and professions are licensed by state boards, such as the Contractors State License Board or the Department of Consumer Affairs boards. Counties license only regulated activities.

If you plan to offer a licensed professional service, a nonprofit corporation generally cannot be the vehicle that provides it. Confirm the structure with an attorney before you proceed.

Common Mistakes to Avoid

• Waiting for the IRS letter before registering with the Attorney General. The 30-day clock starts when you first receive charitable assets, not when the IRS responds.
• Using generic Articles language. Missing or weak purpose and dissolution clauses are a common reason for IRS delays. Use the sample wording published by the Secretary of State and the IRS.
• Assuming federal exemption covers California. You need the FTB exemption separately.
• Using an outdated CT-1 fee. The current initial registration fee is $50.
• Treating the RRF-1 as a flat fee. The amount depends on total revenue, so check the table every year.
• Forgetting the SI-100. A missed Statement of Information can lead to penalties and a loss of good standing.
• Misreading the audit requirement. Government grants and certain service contracts are excluded from the $2 million test, but other revenue is not.
• Letting the registered agent lapse. If your agent resigns or becomes unavailable, you must appoint a replacement promptly.

What to Expect Once You Are Set Up

Once your Articles are filed, your Attorney General registration is accepted, and your IRS and FTB exemptions are granted, your organization may be able to accept tax-deductible donations, apply for grants that require current registration, and operate with a clear compliance calendar. Many funders check the Attorney General's public records before awarding grants, so keeping your renewals current may help your organization's credibility. Results depend on your mission, your governance, and how consistently you meet your filing deadlines. No filing sequence guarantees approval or a specific outcome.

Next Steps

Start with the Articles, because every other filing depends on the corporate entity existing. Then set up a calendar that tracks the Attorney General deadline, the IRS and FTB filings, the RRF-1 and Form 199 due dates, and the SI-100 cycle. For guidance on local resources, the California Small Business Development Center network offers free advising that can help with planning and governance questions.

Because nonprofit formation involves decisions about governance, tax treatment, and liability, consult a qualified attorney and a CPA before you file, and confirm every fee and deadline on the official agency pages listed above before you pay.