Missouri Non Profit Articles of Incorporation Form

Missouri Non Profit Articles of Incorporation.pdf Allows a person to apply for a non-profit corporation in Missouri. Fill in the form, attach the $25 fee, and send to the Secretary of State located at




(573) 751-4153
(573) 751-4936
James C. Kirkpatrick State Information Center
600 W. Main Street • Jefferson City 65101
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We hope the following information will be helpful when you organize a Nonprofit Corporation under Chapter
355 RSMo. DO NOT confuse this type of corporation with the Pro Forma Corporation or Benevolent
Associations formed through the Circuit Courts under Chapter 352, RSMo.
• The purposes for which a Nonprofit corporation may be organized are in section 355.025 RSMo.
• Each corporation may have a president and/or chairman, secretary and treasurer. The same individual
may simultaneously hold more than one office. At least three directors are required.
• All Nonprofit corporations must file an annual report each year listing their officers and directors. This
report is due by August 31st. The corporation will not remain in good standing if the report is not filed.
• These forms must be submitted, with originalsignatures.
The following instructions are for use with our forms. If the requirements of the law are not met, or if any
blanks are not completed, it may be necessary for us to return the forms for correction.
Article 1: The name of the corporation must be distinguishable upon the records of the Secretary of State
from any other domestic/foreign corporation, domestic/foreign limited partnership, limited liability
partnership, limited liability limited partnership, name reservation or domestic/foreign limited liability company registered to do business in the state of Missouri.
Article 2: Indicate whether the corporation is a public or mutual benefit corporation, pursuant to Section
355.881, RSMo. This designation can be determined as follows:
A. Any corporation which is designated (public benefit or mutual benefit) by statute is that type of
B. Any corporation organized primarily or exclusively for religious purposes is a public benefit
corporation, unless a statute designates otherwise.
C. Any corporation which does not come within A or B above, but which is recognized as exempt
under section 501(c)(3) of the Internal Revenue Code is a public benefit corporation.
D. Any corporation which does not come within A, B or C above, but which is organized for public or charitable purposes which upon dissolution must distribute its assets to:
(1) A public benefit corporation, or
(2) The United States, or
(3) A state, or
(4) A person that is exempt under 501(c)(3),
is a public benefit corporation.
E. If the corporation does not come under sections A,B,C, or D above, is a mutual benefit corporation.Ltr. 5 (01/2012)
Article 3: The duration or life of the corporation will be perpetual, unless otherwise stated.
Article 4: Each corporation must appoint and maintain a registered agent and address in Missouri. The registered address must include a physical address such as a street, route or highway number. A post
office box alone is not acceptable.
Article 5: The law requires a minimum of one (1) incorporator, who must be a natural person of age 18 or
Article 6: Indicate whether or not the corporation will have members.
Article 7: The corporation must provide for the distribution of its assets upon dissolution according to sections 355.661 through 355.746.
Article 8: State the purpose for the corporation.
Article 9: State the effective date of the filing if other than the date filed; the date filed will be the default
The incorporation fee is $25.00 with a check made payable to the “Director of Revenue.” Necessary papers
and fee should be mailed to:
Secretary of State
Corporation Division
PO Box 778
Jefferson City, MO 65102
If we may be of assistance, please feel free to contact us toll-free at (866) 223-6535.
Jason Kander
If you wish to obtain a 501 (c) (3) tax-exempt status from the Internal Revenue Service, please review the
following instructions:
In order to come within the purview of Section 501 (c) (3) of the Internal Revenue Code, you
must include the statements below in your Articles of Incorporation as filed with the Secretary of
State. After the Secretary of State has returned the articles to you, furnish a copy to the IRS when
applying for the tax-exempt status.
PURPOSE:The corporation is organized exclusively for charitable, educational, religious, or
scientific purposes within the meaning of Section 501(c) (3) of the Internal Revenue Code.
INUREMENT OF INCOME: No part of the net earnings of the corporation shall inure to the
benefit of, or be distributable to, its members, directors, officers or other private persons except
that the corporation shall be authorized and empowered to pay reasonable compensation for
services rendered.
LEGISLATIVE OR POLITICAL ACTIVITIES: No substantial part of the activities of the
corporation shall be the carrying on of propaganda or otherwise attempting to influence
legislation and the incorporation shall not participate in or intervene (including the publishing or
distribution of statements) in any political campaign on behalf of any candidate for public office.
OPERATIONAL LIMITATIONS: Notwithstanding any other provisions of these articles, the
corporation shall not carry on any other activities not permitted to be carried on (a) by a
corporation exempt from Federal Income Tax under Section 501(c) (3) of the Internal Revenue
Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law)
or (b) by a corporation, contributions to which are deductible under Section 170(c) (2) of the
INternal Revenue Code of 1954 (or the corresponding provision of any future United States
Internal Revenue Law).
DISSOLUTION CLAUSE: Upon the dissolution of the corporation, the Board of Directors shall,
after paying or making provisions for the payment of all of the liabilities of the corporation,
dispose of all the assets of the corporation exclusively for the purposes of the corporation in such
manner, or the such organization or organizations organized and the time qualify as an exempt
organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1954 (or
the corresponding provision of any future United States Internal Revenue Law), as the Board of
Directors shall determine.
Any such assets not so disposed of shall be disposed of by the Circuit Court of the county in
which the principal office of the corporation is then located, exclusively for such purposes or to
such organization or organizations, as said Court shall determine, which are organized and
operated exclusively for such purposes.Articles of Incorporation of a Nonprofit Corporation
(Submit with a filing fee of $25.00)
The undersigned natural person(s) of the age of eighteen years or more for the purpose of forming a corporation under the Missouri
Nonprofit Corporation Act adopt the following Articles of Incorporation:
1. The name of the corporation is
2. This corporation is a Benefit Corporation.
Public or Mutual
3. The period of duration of the corporation is
“Perpetual” unless stated otherwise
4. The name and street address of the Registered Agent and Registered Office in Missouri is:
Name Address City/State/Zip
5. The name(s) and address(es) of each incorporator:
6. Will the corporation have members? YES NO
7. The assets of the corporation will be distributed on dissolution as follows:
8. The corporation is formed for the following purpose(s):
9. The effective date of this document is the date it is filed by the Secretary of State of Missouri unless a future date is otherwise
(Date may not be more than 90 days after the filing date in this Office)
(Please see next page)
State of Missouri
Jason Kander, Secretary of State
Corporations Division
PO Box 778 / 600 W. Main St., Rm. 322
Jefferson City, MO 65102 MDCCCXX
Corp. 52 (01/2012)
Name and address to return filed document:
City, State, and Zip Code:In Affirmation thereof, the facts stated above are true and correct:
(The undersigned understands that false statements made in this filing are subject to the penalties provided under Section 575.040, RSMo)
Must be signed by all Incorporator(s):
Signature Printed Name Date Signed
Corp. 52 (01/2012)