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The Ohio 532B form serves as a crucial document for individuals and organizations looking to establish a nonprofit corporation within the state. This form outlines the necessary steps and requirements for filing articles of incorporation, which is essential for any nonprofit seeking legal recognition. Key components of the form include the name of the corporation, its principal office location, and the specific purpose for which the corporation is formed. Additionally, it mandates the appointment of a statutory agent, who will be responsible for receiving legal documents on behalf of the corporation. The form also offers various service options for processing, including regular and expedited services, allowing filers to choose a timeline that best suits their needs. Notably, while the Ohio Secretary of State handles the filing process, it is important to understand that filing does not automatically grant tax-exempt status. Nonprofits must seek separate approval from relevant state and federal agencies to secure tax exemptions. The 532B form thus acts as a foundational step in the journey of establishing a nonprofit organization in Ohio, ensuring compliance with state regulations and facilitating the necessary administrative processes.

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Toll Free: 877.767.3453 | Central Ohio: 614.466.3910

OhioSoS.gov | [email protected]

File online or for more information: OhioBusinessCentral.gov

Filing Form Cover Letter

Please return the approval certificate to:

Name (Individual or Business Name):

To the Attention of (if necessary):

Address:

 

City:

 

State

ZIP Code:

Phone Number:

E-mail Address:

Check here if you would like to receive important notices via e-mail from the Ohio Secretary of State's office regarding Business Services.

Check here if you would like to be signed up for our Filing Notification System for the business entity being created or updated by filing this form. This is a free service provided to notify you via e-mail when any document is filed on your business record.

Please make checks or money orders payable to: "Ohio Secretary of State"

Type of Service Being Requested: (PLEASE CHECK ONE BOX BELOW)

Regular Service: Only the filing fee listed on page one of the form is required and the filing will be processed in approximately 3-7 business days. The processing time may vary based on the volume of filings received by our office.

Expedite Service 1: By including an Expedite fee of $100.00, in addition to the regular filing fee on page one of the form, the filing will be processed within 2 business days after it is received by our office.

Expedite Service 2: By including an Expedite fee of $200.00, in addition to the regular filing fee on page one of the form, the filing will be processed within 1 business day after it is received by our office. This

service is only available to walk-in customers who hand deliver the document to the Client Service Center.

Expedite Service 3: By including an Expedite fee of $300.00, in addition to the regular filing fee on page one of the form, the filing will be processed within 4 hours after it is received by our office, if received by 1:00

p.m. This service is only available to walk-in customers who hand deliver the document to the Client Service Center.

Preclearance Filing: A filing form, to be submitted at a later date for processing, may be submitted to be examined for the purpose of advising as to the acceptability of the proposed filing for a fee of $50.00. The

Preclearance will be complete within 1-2 business days.

532B

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Last Revised: 06/2019

Form 532B Prescribed by:

Toll Free: 877.767.3453

Central Ohio: 614.466.3910 OhioSoS.gov [email protected]

File online or for more information: OhioBusinessCentral.gov

For screen readers, follow instructions located at this path.

Mail this form to one of the following:

Regular Filing (non expedite)

P.O. Box 670

Columbus, OH 43216

Expedite Filing (Two business day processing time. Requires an additional $100.00)

P.O. Box 1390

Columbus, OH 43216

Initial Articles of Incorporation

(Nonprofit, Domestic Corporation)

Filing Fee: $99

(114-ARN)

Form Must Be Typed

Please check the box if this nonprofit corporation is being formed for the following purpose:

Community Improvement Corporation (Economic Development or Land Reutilization) - Please see Ohio Revised Code Chapter 1724 or the instructions at the end of this form for more information.

First: Name of Corporation

Second: Location of Principal Office in Ohio

 

City

 

County

Optional:

Effective Date (MM/DD/YYYY)

State

(The legal existence of the corporation begins upon the filing of the articles or on a later date specified that is not more than ninety days after filing.)

Third: Purpose for which corporation is formed

**Note: for Nonprofit Corporations: The Secretary of State does not grant tax exempt status. Filing with our office is not sufficient to obtain state or federal tax exemptions. Contact the Ohio Department of Taxation and the Internal Revenue Service to ensure that the nonprofit corporation secures the proper state and federal tax exemptions. These agencies may require that a purpose clause be provided. **

**Note: ORC Chapter 1702 allows for additional provisions to be included in the Articles of Incorporation that are filed with this office. If including any of these additional provisions, please do so by including them in an attachment to this form. **

532B

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Last Revised: 06/2019

Original Appointment of Statutory Agent

The undersigned, being at least a majority of the incorporators of

(Name of Corporation)

hereby appoint the following to be Statutory Agent upon whom any process, notice or demand required or permitted by statute to be served upon the corporation may be served. The complete address of the agent is:

(Name of Statutory Agent)

 

 

(Mailing Address)

 

 

(Mailing City)

(Mailing State)

(Mailing ZIP Code)

Must be signed by the incorporators or

a majority of the (Signature) incorporators.

(Signature)

(Signature)

Acceptance of Appointment

The Undersigned,

, named herein as the

(Name of Statutory Agent)

Statutory agent for

(Name of Corporation)

hereby acknowledges and accepts the appointment of statutory agent for said corporation.

Statutory Agent Signature

(Individual Agent's Signature / Signature on Behalf of Business Serving as Agent)

532B

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Last Revised: 06/2019

By signing and submitting this form to the Ohio Secretary of State, the undersigned hereby certifies that he or she has the requisite authority to execute this document.

Required

Articles and original appointment of agent must

be signed by the incorporator(s).

If the incorporator

is an individual, then they must sign in the "signature" box and print his/her name in the "Print Name" box.

If the incorporator

is a business entity, not an individual, then please print the entity name in the "signature" box, an authorized representative of the business entity must sign in the "By" box and print his/her name and title/authority in the "Print Name" box.

Signature

By (if applicable)

Print Name

Signature

By (if applicable)

Print Name

Signature

By (if applicable)

Print Name

532B

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Last Revised: 06/2019

Instructions for Initial Articles of Incorporation

(For Domestic Nonprofit Corporation)

This form should be used if you wish to file articles of incorporation for a domestic nonprofit corporation.

Name of Corporation

As set forth in Ohio Revised Code §1702.05, the name must be distinguishable on the records in the office of the secretary of state.

Ohio Principal Office Location

Please state the city and county in Ohio where the principal office of the corporation is to be located.

Effective Date (optional)

An effective date may be provided but is not required. Pursuant to Ohio Revised Code §1702.04(D), the legal existence of the corporation begins upon the filing of the articles or on a later date specified in the articles. The effective date cannot (1) precede the date of filing with our office or (2) be more than ninety (90) days after the date of filing. If an effective date is given that precedes the date of filing, the effective date of the corporation will be the date of filing. If an effective date is given that exceeds the date of filing by more than ninety (90) days, our office will return the filing to you and request that a proper effective date be provided.

Purpose

Pursuant to Ohio Revised Code §1702.03, a nonprofit corporation must provide a purpose in the articles. A nonprofit corporation may be formed for any purpose or purposes for which natural persons lawfully may associate themselves.

Note: The Secretary of State does not grant tax exempt status. Filing with our office is not sufficient to obtain state or federal tax exemptions. Contact the Ohio Department of Taxation and the Internal Revenue Service to ensure that the nonprofit corporation secures the proper state and federal tax exemptions. These agencies may require that a purpose clause be provided.

Additional Provisions

If the information you wish to provide for the record does not fit on the form, please attach additional provisions on a single-sided, 8 ½ x 11 sheet(s) of paper.

Original Appointment of Statutory Agent and Acceptance of Appointment

Pursuant to Ohio Revised Code §1702.06, an Ohio Corporation must appoint and maintain a statutory agent to accept service of process on behalf of the corporation. We cannot accept articles of incorporation unless the statutory agent information is provided. The statutory agent must be one of the following: (1) A natural person who is a resident of this state; or (2) A domestic or foreign corporation, nonprofit corporation, limited liability company, partnership, limited partnership, limited liability partnership, limited partnership association, professional association, business trust, or unincorporated nonprofit association that has a business address in this state. If the agent is a business entity then the agent must meet the requirements of Title XVII of the Revised Code to transact business or exercise privileges in Ohio. The statutory agent must also sign the Acceptance of Appointment at the bottom of page 2.

532B

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Last Revised: 06/2019

Signature(s) - Required

After completing all information on the filing form, please make sure that page 3 is signed by the incorporator(s).

Articles and original appointment of agent must be signed by the incorporator(s).

If the incorporator is an individual, then they must sign in the "signature" field and print (type) his/her name in the "Print Name" field.

If the incorporator is a business entity, not an individual, then please print (type) the entity name in the "signature" field, an authorized representative of the business entity must sign in the "By" field and print (type) his/her name and title/authority in the "Print Name" field.

A typed name signifies an "intent to sign" which is acceptable.

Note

Ohio Revised Code Chapter 1724 requires our office to submit Articles of Incorporation of any community improvement corporation or any amendment, amended articles, merger or consolidation which provides for the creation of such corporation to be submitted to the Ohio Attorney General for examination. This process will require an extra 5-7 days to process the document. In addition, ORC 1724.05 requires a community improvement corporation to submit an annual financial report to the auditor of state within one hundred twenty days following the last day of the corporation's fiscal year.

Note

Our office cannot file or record a document which contains a Social Security number or tax identification number. Please do not enter a Social Security number or tax identification number, in any format, on this form.

532B

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Last Revised: 06/2019

Form Specifications

Fact Name Details
Form Purpose The Ohio 532B form is used to file articles of incorporation for domestic nonprofit corporations.
Filing Fee The standard filing fee for this form is $99.
Processing Time Regular service processes filings in approximately 3-7 business days.
Expedited Services Expedited services are available, with processing times ranging from 1 to 4 hours, depending on the fee paid.
Governing Law This form is governed by the Ohio Revised Code, specifically Chapters 1702 and 1724.
Statutory Agent Requirement A statutory agent must be appointed to receive legal documents on behalf of the corporation.
Email Notifications Filers can opt to receive important notices via email from the Ohio Secretary of State's office.

Ohio 532B: Usage Guidelines

Completing the Ohio 532B form is an essential step in establishing your nonprofit corporation. After filling out the form, you will need to submit it to the Ohio Secretary of State's office along with the appropriate filing fee. Make sure to double-check all information for accuracy to avoid any delays in processing.

  1. Download the Ohio 532B form from the Ohio Secretary of State's website.
  2. Type the name of your corporation in the designated field.
  3. Provide the location of the principal office in Ohio, including the city and county.
  4. If desired, enter an effective date for the corporation, ensuring it does not exceed 90 days from the filing date.
  5. Clearly state the purpose for which the corporation is formed.
  6. Appoint a statutory agent by filling in their name and complete address.
  7. Have the incorporators sign the form in the designated signature areas.
  8. If applicable, include any additional provisions on a separate sheet of paper.
  9. Choose the type of service you are requesting (Regular, Expedite Service 1, 2, or 3, or Preclearance Filing) and include the appropriate fee.
  10. Mail the completed form and payment to the appropriate address based on the type of filing.

Your Questions, Answered

What is the Ohio 532B form used for?

The Ohio 532B form is utilized for filing the Initial Articles of Incorporation for a domestic nonprofit corporation in Ohio. This form is essential for establishing the legal existence of a nonprofit organization within the state. It requires specific details such as the name of the corporation, its principal office location, and the purpose for which the corporation is formed. Additionally, the form mandates the appointment of a statutory agent who will be responsible for receiving legal documents on behalf of the corporation.

How can I submit the Ohio 532B form?

The Ohio 532B form can be submitted through mail or online. For regular filings, you should send the completed form to P.O. Box 670, Columbus, OH 43216. If you opt for expedited service, the address is P.O. Box 1390, Columbus, OH 43216. Online filing is also available through OhioBusinessCentral.gov, which offers a convenient way to complete the process without mailing physical documents.

What are the different service options available when filing the Ohio 532B form?

When filing the Ohio 532B form, you can choose from several service options. Regular service processes the filing in approximately 3-7 business days. Expedited services are available at varying fees: $100 for processing within 2 business days, $200 for processing within 1 business day, and $300 for processing within 4 hours, provided the form is submitted by 1:00 p.m. These expedited services are only available for walk-in customers at the Client Service Center. Additionally, a preclearance filing option is available for a fee of $50, allowing for an examination of the proposed filing before submission.

What information is required on the Ohio 532B form?

The Ohio 532B form requires several key pieces of information. You must provide the name of the corporation, the location of its principal office in Ohio, and the purpose for which the corporation is formed. Additionally, the form requires the appointment of a statutory agent, including their name and address. If applicable, you can also specify an effective date for the corporation’s legal existence, which cannot precede the filing date or exceed ninety days after it.

Does filing the Ohio 532B form grant tax-exempt status?

No, filing the Ohio 532B form does not automatically grant tax-exempt status to the nonprofit corporation. The Ohio Secretary of State's office does not provide tax exemptions. To obtain state or federal tax exemptions, it is necessary to contact the Ohio Department of Taxation and the Internal Revenue Service. These agencies may require additional documentation, including a purpose clause, to process tax exemption requests.

Common mistakes

  1. Not Typing the Form: The Ohio 532B form must be typed. Handwritten forms will not be accepted, leading to delays or rejections.

  2. Incorrect Name of Corporation: Ensure that the name of the corporation is distinguishable and complies with Ohio law. A name that is too similar to an existing entity can result in rejection.

  3. Missing Statutory Agent Information: Failing to provide complete details for the statutory agent can cause the form to be returned. This includes the agent's name, mailing address, and confirmation of acceptance.

  4. Improper Effective Date: If you provide an effective date, it cannot be more than 90 days after filing or before the filing date. Incorrect dates will lead to rejection.

  5. Skipping the Purpose Clause: Nonprofit corporations must state a purpose. Omitting this information can result in delays, as the Secretary of State needs this to process your application.

  6. Not Signing the Form: All incorporators must sign the form. Missing signatures will halt the filing process.

  7. Inaccurate Payment Information: Ensure that the payment is correct. The form requires checks or money orders made out to "Ohio Secretary of State." Incorrect payments will lead to processing issues.

  8. Not Using the Correct Mailing Address: Depending on the service chosen (regular or expedited), the mailing address differs. Using the wrong address can delay processing.

  9. Failing to Check Notification Options: If you want to receive important updates via email, be sure to check the appropriate boxes. Not doing so may lead to missed information.

  10. Neglecting Additional Provisions: If you need to include additional provisions, they must be attached on a separate sheet. Failing to do this could result in incomplete filings.

Documents used along the form

The Ohio 532B form is commonly used for filing articles of incorporation for nonprofit organizations in Ohio. Along with this form, there are several other documents that may be necessary for a complete filing process. Below is a list of four forms and documents that are often used in conjunction with the Ohio 532B form.

  • Initial Articles of Incorporation: This document officially establishes a nonprofit corporation in Ohio. It includes key details such as the name of the corporation, its purpose, and the location of its principal office. A filing fee is required to submit this document.
  • Original Appointment of Statutory Agent: This form designates a statutory agent for the corporation. The statutory agent is responsible for receiving legal documents on behalf of the corporation. The form must be signed by the incorporators and the appointed agent.
  • Acceptance of Appointment: This document is signed by the statutory agent, confirming their acceptance of the role. It is essential for ensuring that the agent is willing to serve in this capacity and is aware of their responsibilities.
  • Filing Cover Letter: A cover letter may be included when submitting the Ohio 532B form and related documents. It provides a brief overview of the submission and can include contact information for follow-up or clarification.

Understanding these additional documents can help streamline the process of establishing a nonprofit corporation in Ohio. Properly completing and submitting all required forms ensures compliance with state regulations and helps facilitate the approval of the corporation's formation.

Similar forms

The Ohio 532B form shares similarities with several other documents related to business formation and compliance. Here are four documents that are comparable:

  • Articles of Incorporation: This document establishes a corporation's existence in Ohio. Like the Ohio 532B form, it requires essential information such as the corporation's name, purpose, and statutory agent details.
  • Certificate of Good Standing: This certificate verifies that a business is compliant with state regulations. Similar to the 532B form, it serves as an official document that confirms a business's legal status and can be required for various transactions.
  • Bylaws: Bylaws outline the internal rules for a corporation's operation. They are similar to the Ohio 532B form in that both documents are essential for establishing the structure and governance of a business entity.
  • Annual Report: This report provides updated information about a corporation's activities and financial status. Like the Ohio 532B form, it is a necessary filing that helps maintain a business's good standing with the state.

Dos and Don'ts

When filling out the Ohio 532B form, it is essential to follow specific guidelines to ensure your submission is accurate and complete. Here are six important dos and don'ts to consider:

  • Do ensure that all information is typed clearly and legibly. Handwritten forms may lead to processing delays.
  • Do include the correct filing fee as indicated on the form. Double-check the amount to avoid any issues.
  • Do provide a valid email address if you wish to receive important notifications from the Ohio Secretary of State's office.
  • Do verify that the name of your corporation is distinguishable and complies with Ohio Revised Code requirements.
  • Don't leave any required fields blank. Incomplete forms will be returned, causing delays in processing.
  • Don't forget to sign the form where indicated. Unsigned forms will not be accepted.

By adhering to these guidelines, you can help ensure a smooth filing process for your Ohio 532B form. Prompt and accurate submissions are crucial for timely processing.

Misconceptions

Understanding the Ohio 532B form can be complex, and several misconceptions may lead to confusion. Here are six common misconceptions about this form:

  • Filing the Ohio 532B form guarantees tax-exempt status. Many believe that submitting this form automatically grants their nonprofit organization tax-exempt status. In reality, the Secretary of State does not provide tax exemptions. Organizations must separately apply for state and federal tax exemptions through the appropriate agencies.
  • All filings are processed at the same speed. Some assume that all submissions are handled equally. However, the form offers different processing times based on the selected service. Regular service takes approximately 3-7 business days, while expedited services can process filings in as little as 4 hours, depending on the fee paid and the method of submission.
  • Any individual can serve as a statutory agent. There is a belief that anyone can be appointed as a statutory agent. In fact, the agent must be either a resident of Ohio or a business entity authorized to conduct business in the state. This requirement ensures proper service of process for the corporation.
  • Effective dates can be set arbitrarily. Some individuals think they can choose any effective date for their corporation's existence. The effective date must be either the date of filing or a date that does not exceed 90 days after the filing date. If the date precedes the filing date, it will be adjusted to the filing date.
  • Additional provisions can be included directly on the form. There is a misconception that all necessary information can be included directly on the Ohio 532B form. If there are additional provisions that cannot fit on the form, they must be attached separately on a single-sided sheet of paper.
  • Filing the form is the only requirement for incorporation. Many believe that submitting the Ohio 532B form is the sole step in forming a nonprofit corporation. However, it is essential to ensure compliance with all local, state, and federal regulations beyond just filing this form.

Clarifying these misconceptions can help ensure a smoother process when filing the Ohio 532B form and establishing a nonprofit corporation in Ohio.

Key takeaways

Here are key takeaways about filling out and using the Ohio 532B form:

  • Purpose of the Form: The Ohio 532B form is used to file articles of incorporation for a domestic nonprofit corporation.
  • Filing Fees: The standard filing fee is $99. Additional fees apply for expedited services, which range from $100 to $300, depending on the processing speed desired.
  • Service Options: Regular service takes approximately 3-7 business days, while expedited services can process filings in as little as 4 hours for walk-in customers.
  • Statutory Agent Requirement: A statutory agent must be appointed to accept service of process on behalf of the corporation. This agent can be an individual or a business entity with a business address in Ohio.
  • Effective Date: An optional effective date can be specified, but it cannot precede the filing date or exceed 90 days after the filing date.
  • Tax Exempt Status: Filing the 532B form does not grant tax-exempt status. Separate applications must be made to the Ohio Department of Taxation and the IRS.
  • Submission Instructions: The completed form should be mailed to the appropriate address based on the service type selected (regular or expedited).