Nonprofit Need-to-Knows: Business Entity Reports & Other Secretary of State Filings



Congratulations, you’ve officially been granted authority by the State of Minnesota to conduct business as a nonprofit organization. However, as you probably anticipated, the work does not stop there, and you now have the ongoing requirement of filing regular business entity reports with the state in order to maintain your charitable status and to legally conduct your fundraising activities.

Assuming your organization is a Minnesota nonprofit corporation, you must register annually with the Secretary of State by December 31st regardless of your fiscal year-end. Failure to renew can result in the involuntary dissolution of your organization. There is no fee for filing the annual renewal if your organization is active and in good standing.

Additionally, if your nonprofit organization undergoes changes such as a new business name, a different registered agent or registered office, a change in the president’s name or address or changes to your Articles of Incorporation then you must file the updated information with the Secretary of State. The Secretary of State’s website provides forms including instructions for these filings and information on any required fees. Remember when you are making any filing with the Secretary of State, it is important to use the exact name of your nonprofit as it was originally filed with the Secretary of State, or the filing will be rejected.

The Minnesota Attorney General’s Office is another governmental office with which most charitable organizations that solicit contributions from the public must register and provide annual reports. If your charitable organization receives or plans to receive more than $25,000 in total contributions from the public, or you have paid staff or contractors, or hire professional fundraisers you must file an Initial Registration Statement before soliciting contributions. After your Initial Registration, you must file an annual report by the 15th day of the seventh month after your organization’s fiscal year-end (i.e., the Annual Report due date for an organization with a fiscal year ending May 31 would be December 15). The Initial Registration and Annual Report require organizations to file several documents in addition to the forms. Information on these filings and other nonprofit resources can be found on the Minnesota Attorney General’s website.

Mendoza Law, LLC. offers guidance and support to newly forming charitable organizations as well as ongoing legal support to existing nonprofit organizations. Contact us for assistance with the filing of any of these forms or for questions concerning the formation of a nonprofit, merger, dissolution, or governance issues concerning your nonprofit.

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