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How to Incorporate a Nonprofit for Make Music Vermont

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Document Type: How-To Guide

For: Chapter organizers considering formal nonprofit status

⚠️

Disclaimers: (1) This is not specific legal advice, and (2) nonprofit law varies from state to state. Consult with a Vermont attorney for specific requirements.

Why Incorporate?

If your Make Music Vermont chapter is growing and you want to:

  • Accept tax-deductible donations
  • Apply for grants
  • Protect organizers from personal liability

...then incorporating as a nonprofit may make sense.

Step-by-Step Process

1. Hold an Organizational Meeting

Decide who your Directors and Officers will be:

  • Vermont requires a minimum of 3 Directors
  • Keep the board manageable (you need a majority for meetings)

Required Officer Roles:

Role
Responsibility
President
Overall administration
Secretary
Handles paperwork
Treasurer
Handles finances

Note: Officers can also be Directors. In many states, the President can also serve as Treasurer, as long as the Secretary is a different person.

2. File Certificate of Incorporation

File with the Vermont Secretary of State. The certificate includes:

  • Names of initial Directors/Officers
  • Corporate address (can use home address or PO Box)
  • Charitable purpose — describe your mission (promoting community music, etc.)

Resource: Vermont Secretary of State - Corporations

3. File with the IRS for Tax-Exempt Status

You'll need:

  • Certificate of Incorporation
  • Bylaws
  • Conflict of Interest Policy

Form 1023-EZ (Simplified) — Use if ALL apply:

  • Annual gross receipts ≤ $50,000 for last 3 years
  • Expected receipts ≤ $50,000 for next 3 years
  • Assets < $250,000
Form 1023-EZ
Full Form 1023
Length
~2 pages
15+ pages
Fee
$275
$875
Response time
Days to weeks
Months

4. Vermont Tax Exemption

After IRS approval:

  • File for Vermont state tax exemption
  • Register to solicit charitable donations in Vermont

Alternative: Fiscal Sponsorship

If you don't want to incorporate (or while waiting for IRS response), you can piggyback off another nonprofit's tax-exempt status.

How It Works

  • Find a nonprofit with a similar charitable purpose (music, arts, community)
  • Donations go to sponsor, then are allocated to your project
  • Sponsor typically charges 5-10% fee

Vermont Options to Explore

  • Local community foundations — many Vermont communities have them
  • Vermont Arts Council — may have fiscal sponsorship resources
  • Fractured Atlas — national arts fiscal sponsor (~5% fee)

Considerations

  • Faster than incorporating (can start accepting donations immediately)
  • Some funders won't donate to fiscally sponsored projects
  • Good for testing whether formal incorporation makes sense

Annual Requirements

Once incorporated, file annually to stay compliant:

Revenue Level
IRS Form
Complexity
< $50,000
990-N ("e-postcard")
Simple online form
$50,000–$200,000
990-EZ
Get an accountant
> $200,000
Full 990
Definitely get an accountant

Fiscal Year Tip: If your main expenses are for June 21, consider a July 1 – June 30 fiscal year. Annual filings would be due November 15.

Do You Even Need to Incorporate?

For many Make Music Vermont chapters, formal incorporation isn't necessary:

✅ You can organize events without being a nonprofit

✅ Sponsors can support you through in-kind donations

✅ Local partners (libraries, arts councils) often have fiscal infrastructure

Consider incorporating when:

  • You're handling significant money ($5,000+)
  • You want to apply for grants directly
  • You need liability protection
  • You want to build a permanent organization
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