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