Starting and running a nonprofit in Massachusetts

Forming your nonprofit corporation

The state creates your organization; the IRS separately recognizes it as tax-exempt. This is the state part.

Where you file

Massachusetts Secretary of the Commonwealth, Corporations Division (online or on paper)

Official source · checked October 21, 2026

Form

Articles of Organization for a nonprofit corporation under Chapter 180 of the General Laws

Official source · checked October 21, 2026

Filing fee

$35.00

Official source · checked October 21, 2026

Annual report

Every year, on or before November 1 (G.L. c. 180, § 26A).

Official source · checked October 21, 2026

Annual report fee

$15.00

Official source · checked October 21, 2026

Then get your EIN and apply to the IRS for 501(c)(3) status: the formation stage walks through both.

Registering to ask for donations

Many states want charities to register before they ask residents for money. Here's what this state says.

Do you have to register?

Yes. Any charity organized, operating or raising funds in Massachusetts registers with the Attorney General's Non-Profit Organizations/Public Charities Division through its online Charity Portal. Before asking the public for donations you also need a Certificate of Solicitation from the Division.

Official source · checked October 21, 2026

Exempt

From registering: the Red Cross, certain veterans organizations and certain religious organizations.

Official source · checked October 21, 2026

Small groups

You don't need a Certificate of Solicitation if you're primarily religious, or if you raise no more than $5,000 from the public in a calendar year (or get contributions from no more than ten people), are run entirely by unpaid volunteers, and pay nothing to officers or members. Once public contributions pass $5,000 in a year, register and apply within 30 days.

Official source · checked October 21, 2026

Fee

$100 to register for the first time. The yearly Form PC fee depends on gross support and revenue: $35 under $100,000; $70 from $100,001 to $250,000; $125 from $250,001 to $500,000; $250 from $500,001 to $1 million; $500 from $1,000,001 to $10 million; $1,000 from $10,000,001 to $100 million; $2,000 above $100 million.

Official source · checked October 21, 2026

Renewal

File Form PC every year, due four and a half months after your fiscal year ends. Charities that are up to date get an automatic 6-month extension without asking.

Official source · checked October 21, 2026

Certificate of Solicitation

Renewed every year through the solicitation questions on Form PC, at no extra fee. To start soliciting before your first Form PC is due, file Schedule A-2 with a $50 payment in the Charity Portal.

Official source · checked October 21, 2026

State tax exemption

IRS approval doesn't automatically exempt you from state taxes. Here's how this state handles them.

Corporate excise

Corporations exempt under IRC § 501 owe Massachusetts tax only on unrelated business taxable income, reported on Form M-990T, due on the 15th day of the third month after the tax year ends.

Official source · checked October 21, 2026

Sales tax

Only 501(c)(3) organizations qualify. Register with the Department of Revenue on MassTaxConnect, say you're a nonprofit and attach your IRS determination letter. Once approved, DOR mails you Form ST-2, Certificate of Exemption.

Official source · checked October 21, 2026

Using the exemption

Give the seller Form ST-5 with a copy of your Form ST-2, for purchases used for your organization's purposes. Certificates are valid for ten years, and DOR sends a new one about 30 days before expiry if nothing has changed.

Official source · checked October 21, 2026

Your board

The smallest board the state's nonprofit law allows. Many charities choose more.

Officers

At the first meeting the incorporators adopt bylaws and elect the initial directors, a president, a treasurer and a clerk (G.L. c. 156B, § 12, applied to nonprofits by c. 180, § 3).

Official source · checked October 21, 2026

We couldn't confirm the minimum number of directors. Chapter 180 doesn't set one in the sections we read, so check with the Massachusetts Secretary of the Commonwealth's Corporations Division.

Every year

• Massachusetts Attorney General: charity annual report (Form PC)

  Charities organized, operating, or raising money in Massachusetts register with the Attorney General's Non-Profit Organizations/Public Charities Division and file Form PC every year, even if they don't solicit. Form PC is due four and a half months after the fiscal year ends and is filed online in the Charity Portal. Charities in good standing get an automatic 6-month extension with no written request. The fee depends on gross support and revenue: $35 up to $100,000, $70, $125, $250, $500, $1,000, or $2,000 over $100 million. Form PC also renews your Certificate for Solicitation at no extra fee. Confirm with the Attorney General's Non-Profit Organizations/Public Charities Division.

  Official source · checked October 17, 2026

• Massachusetts Secretary of the Commonwealth: nonprofit annual report

  Massachusetts nonprofit corporations (Chapter 180) file an annual report with the Secretary of the Commonwealth's Corporations Division on or before November 1 each year. The filing fee is $15. Confirm with the Corporations Division.

  Official source · checked October 17, 2026

Federal deadlines (the Form 990 family) depend on your fiscal year and size. The compliance calendar puts them and Massachusetts's in date order.

Make my Massachusetts calendar

Who to ask

We don't list a free legal help program for Massachusetts charities yet. The directory has the programs we know of.