How to Form a Maine Nonprofit Corporation

Are you looking to start a nonprofit corporation in Maine, but you’re not entirely familiar with how the formation process works?

Forming a nonprofit organization can have some tricky compliance requirements, and you don’t want to risk making any mistakes during this process. In this guide, we’ll discuss all the relevant details of forming a nonprofit corporation in Maine.

To get started, please reference our 11-step guide below or hire a professional online incorporation service to get started.

How to Form a Maine Nonprofit Corporation (in 11 Steps)

1) Name Your Nonprofit

The first step for forming a nonprofit organization in any state is to come up with a strong name for it. Remember that the name of your nonprofit is often your best opportunity to make a good first impression with people, and you should clearly describe your organization’s mission in your name.

Before you become too attached to one name idea, you should run a Corporate Name Search on the Maine Secretary of State website. This will tell you if someone else is already using your desired name, or if it’s available for your nonprofit to use.

2) Designate an Incorporator and an Initial Board of Directors

The incorporator is the person who is responsible for preparing, signing, and filing your nonprofit’s Articles of Incorporation. This document is the form that officially creates your organization with the state of Maine.

At this time, you should also choose your initial board of directors.

In Maine, you are required to have at least three people on your initial board.

3) Designate a Registered Agent

Maine nonprofit corporations must designate a person or business to receive legal notices on behalf of the company. This important point of contact is known as the registered agent. You will be required to list the registered agent’s name and address when filing the Articles of Incorporation.

Who Can Be My Registered Agent? A registered agent must have a physical address within the state of Maine where mail and legal notices can be served during regular business hours. You can hire a service to act as your registered agent, serve as your own registered agent, or even use an accountant or other business professional’s address – with their consent, of course.

The Maine Secretary of State says that,

the duties of the registered agent are “to forward to the represented entity at the address most recently supplied to the agent by the entity any process, notice or demand that is served on the agent…to provide the notices required by this chapter to the entity at the address most recently supplied to the agent by the entity…[and] to keep current the information listed for it.”

Our Recommendation

We recommend hiring a professional registered agent service to act as your registered agent. Doing so will help eliminate junk mail and more importantly, keep your personal and/or corporate or personal address off the public record.

4) File the Articles of Incorporation

The official document required to form your nonprofit corporation with the state of Maine is the Articles of Incorporation.

This two-page document includes all of the vital information describing the organizational structure of your nonprofit, including the following information:

• Name of your nonprofit corporation
• The purpose of your organization
• Name and address of your registered agent (plus the commercial registered agent number, if using a commercial registered agent)
• Number of initial directors
• Maximum and minimum number of directors your organization will maintain in the future
• Whether or not your corporation will have members
• Names and addresses of your incorporators

Once you’ve finished filling out this form, you’ll need to write a check for $40 and mail it along with your Articles of Incorporation to the following address:

Secretary of State
Division of Corporations, UCC and Commissions
101 State House Station
Augusta, ME 04333-0101

The Maine Secretary of State typically processes nonprofit corporation formations within 5-10 business days of receiving your articles. This processing time assumes that all of your information has been filed correctly.

5) Acquire an EIN

According to the IRS, every nonprofit corporation should obtain a federal tax ID number, otherwise known as an employer identification number (EIN).

The EIN enables your nonprofit to hire employees, open business bank accounts, and file for 501(c)(3) tax exempt status. The process to acquire an EIN is quite simple, and includes the preparation and filing of one simple form. Obtaining an EIN is also free.

6) Establish Bylaws and a Conflict of Interest Policy

Think of the bylaws as a governing document for how your nonprofit corporation will be operated. Bylaws outline procedures for things like holding meetings, outlining your membership structure, defining your corporate purpose, describing the responsibilities of your board of directors, and other important details.

A conflict of interest arises when a contributor to your nonprofit has personal interests that compete with those of your corporation.

The conflict of interest policy protects your nonprofit in these situations. It includes a duty to disclose clause that says anyone involved with your nonprofit must disclose any financial interests and material facts to your directors. It also outlines procedures for addressing conflicts of interest if they ever arise.

7) Hold an Initial Meeting and Establish Your Corporate Record

At this point, you’re ready to hold an initial organizational meeting with your board of directors. At this important meeting, you need to elect directors and officers, approve the bylaws and conflict of interest policy, and adopt resolutions.

As with any meeting of your nonprofit corporation, you should take detailed notes of everything that takes place. This documentation can then become part of your corporate record, which is a permanent written record of all important organizational decisions.

8) File for Maine Tax Exemption

For income tax exemptions, Maine defers to the IRS designations for tax exempt entities. If you obtain a federal tax exemption as a 501(c)3, you’ll automatically be exempt from the state’s income taxes. That said, the federal exemption does not automatically mean you’ll be exempt from other taxes, especially the sales and use taxes.

Not all nonprofits are exempt from these taxes. However, if your organization is a hospital, school, church, or similar organization, you may be able to submit an application for exemption. For more information on this important step, the Maine Revenue Services can help.

9) Register for Charitable Fundraising

In Maine, nonprofit corporations are required to register with Maine’s Professional and Financial Regulation division in order to receive and solicit charitable contributions. To learn more, check out the state’s charitable organization page. Then you’ll be ready to raise funds for your cause.

10) Obtain Business Licenses and Permits

While Maine does not have a general business license that applies to all companies operating in the state, there are hundreds of industry-specific permits and licenses that you may need to acquire for your organization.

For one, Maine upholds the licensing requirements of any federally-regulated industries. Check here to determine if your business must be licensed by a federal agency.

You’ll also want to take a look at the state’s licenses (listed by profession) to determine if any of them will apply to your nonprofit corporation.

Your city or county may also require general business licenses. Here some of the largest cities in Maine which require local licenses:

• Portland
• Lewiston
• Bangor

11) Acquire Insurance

Every business with employees located in the state of Maine is required by law to obtain two different kinds of insurance policies: workers’ compensation and unemployment insurance.

You can learn more about these insurance types and how they apply to Maine businesses by visiting the Workers’ Compensation Board or the Maine Department of Labor websites. No matter what line of business your nonprofit is in, you need these policies.

In addition, you should also pursue general liability insurance and other more industry-specific types of insurance, but these are not legally required.

Where Can I Find Help for My Maine Nonprofit?

The process of forming and maintaining nonprofit corporations can be tricky, no matter which state you’re located. Fortunately, there are great resources in Maine to help you out in case you get stuck.

As for the state of Maine, if you require assistance, you can always turn to the Maine Association of Nonprofits. In their own words, MANP “enriches Maine communities by empowering people with purpose—people and organizations at the forefront of the issues and opportunities that will determine Maine’s future prosperity.”

To make the most of the MANP’s resources, you’ll want to join. Obtaining membership helps you make critical connections with like-minded organizations, grants you discounts at MANP partners, and more. Joining will be worth your while.

In addition, if you would rather hire a service to incorporate your nonprofit for you, that’s an option as well. There are plenty of services that can handle much of the formation process, leaving you more time to focus on the actual operation of your nonprofit corporation.

These service providers (like Northwest Registered Agent) also offer valuable and convenient bonus features, like the inclusion of a full year of registered agent service with the purchase of a nonprofit formation package. They can save you a considerable amount of hassle, and all without costing an arm and a leg.

Conclusion

As you can see, there are quite a few crucial steps that you’ll need to take if you want to form a compliant nonprofit corporation in the state of Maine. However, it’s important to remember that if you need help at any time, it is available to you ― you don’t need to DIY the entire process.

We hope this guide helped you understand the details of the Maine nonprofit corporation process, and we wish you the best of luck with your new charitable organization!