Incorporation History

This page is intended to be a guide detailing the process followed to incorporate KMG. It should describe the steps taken to incorporate, as well as provide a list of requirements to maintain non-profit corporate status with both the state of Tennessee and the IRS.

Incorporation Steps:

1. Submit a charter for a non-profit corporation with the Secretary of State of TN.

2. File charter with Register of Deeds in county of principle office.

3. Using legal organization name and charter, request an Employer Identification Numer (EIN) from the IRS. The EIN is a taxpayer identification number for corporate entities, similar to a social security number for individuals.

4. With a charter from the state and the EIN, apply for a non-profit exemption with the IRS under section 501(c)(7).

5. Use EIN to establish local corporate presence (i.e. open a local bank account).

6. Use corporate accounts to set up electronic payment processing with paypal and/or square.

Requirements at all times:

• Tennessee requires that corporations maintain at least 2 officers: president and secretary, and they may not be the same person. Other board positions may be added or removed as needed, but these offices should be filled promptly upon any vacancy.

Periodic requirements for the county government:

• Update any charter amendments with Register of Deeds.

Periodic requirements for the state government:

• Each corporation registered in Tennessee must file an “annual report” with the Division of Business Services on or before the first day of the fourth month following the close of the corporation’s fiscal year. Each annual report form is customized with current information of record relating to the specific corporation to which the form applies. Annual report forms are not available as blank forms and must be filed on the preprinted forms provided by the Division of Business Services. This maintains non-profit status with the state and exempts the organization from the need to pay franchise and excise taxes.

Periodic requirements for the IRS:

• Annual tax report. Exempt organizations are required to file by the 15th day of the 5th month As long as gross receipts are less than $50,000 the 990-N form may be used. It is called the postcard form. If gross receipts exceed $50,000, but are less than $500,000, then the form 990-EZ may be used.

Other cautions:

• As we are registering as a 501(c)(7), we will NOT be a charitable organization. Gifts to the organization will not be tax-deductible. We should be wary of the term "donation". Organizations that solicit charitable donations are bound additional laws in the state of Tennessee. We do not want to be confused with such an organization. In fact, failing to disclose that contributions are not tax-deductible could cause the organization to be fined $1,000 per day of violation.