Changing the Name of an Exempt Organization
There are several steps to go through to change the name of a 501c3 tax exempt organization, but surprisingly enough, the first step is not to notify the IRS.
You need to have a board meeting where the vote is taken to change the name of the organization. If approved, then the Articles of Incorporation must be changed, and the change needs to be formally sent to the Secretary of State to get their approval of the change.
- Amend Your Articles of Incorporation
- Board Approval:
The Board of Directors must officially approve the name change and document it in the meeting minutes, or a formal resolution, or a unanimous written consent form. Once approved, rewrite the Articles of Incorporation to replace the name. While you are at it, you should also rewrite your Bylaws to change the name. This issue will come up later, so get it done now.
- File with the State:
The Board should then authorize an officer to file a “Certificate of Amendment” or “Restated Articles of Incorporation” with the California Secretary of State.
- File the Amendment with the Secretary of State
- File Online:
The fastest way is to file the Certificate of Amendment online through the Secretary of State’s bizfileOnline portal.
- File by Mail:
You can also download the form (AMDT-NP-NA) and submit it with the required fee and signatures to the Secretary of State’s office in Sacramento.
- Fees:
The standard fee is $30. An additional $5 fee is required for a certified copy of the amendment, which is recommended for your records.
- After the SOS Files the Amendment
- Receive Certified Copy:
The SOS will process the amendment, and the name change becomes effective on the date the amended Articles are filed.
- Notify Other Agencies:
Once you have the certified copy of the filed amended Articles, you must notify other relevant agencies:
- IRS: Notify the IRS of the name change by submitting the required documentation with your next annual return (Form 990 or 990-EZ).
- California Franchise Tax Board (FTB): Send a letter to the FTB with a copy of your certified amended Articles of Incorporation to report the name change.
- Attorney General’s Registry of Charitable Trusts: If your organization is registered with the Registry, you must also send them a letter notifying them of the name change, attaching the certified amended Articles. Keep in mind that we have 2 accounts, one as a charity and one to do raffles legally.
- Notify the Internal Revenue Service (IRS)
You can report the name change on your next annual IRS tax return by filling out the designated section on Form 990 or 990-EZ.
To report the change before tax season, send a letter or fax to the IRS that includes your organization’s full name, Employer Identification Number (EIN), and an authorized signature.
Submit any amended Articles of Incorporation or Bylaws to the IRS along with your notification.
After the name change is processed, you can request an affirmation letter from the IRS, which confirms the name change and your tax-exempt status.
- Update Other Documents and Stakeholders
- Bylaws:
While not always legally required, it is good practice to update the organization’s bylaws to ensure consistency with the new name.
- Stakeholders:
Inform donors, clients, volunteers, and the public of the name change through email, letters, and announcements.
- Organizational Materials:
Update all organizational materials, including websites, logos, letterheads, print materials, bank accounts, and online giving platforms.
- Other Agencies:
Here in California, we also need to notify the Department of Justice and the State Franchise Tax Board.
After the change is approved by the Secretary of State, you need to notify the IRS. You could wait and notify them of the change on its next annual return (such as Form 990 or 990-EZ). An organization that does not file an annual return (for example, an organization that instead files Form 990-N, the e-Postcard), or an organization that wants a letter acknowledging the name change, may report the change of name by letter or fax (not by phone) to Customer Account Services.
You must also update your organization’s bylaws, notify stakeholders, and update all organizational materials, such as websites, print, and bank accounts, to reflect the new name.
To notify the California Secretary of State (SOS) of a 501(c)(3)’s name change, you must file a Certificate of Amendment (Form AMDT-NP-NA) at bizfileOnline.sos.ca.gov or by mail, paying the $30 filing fee and an optional $5 certified copy fee. This amendment officially changes the corporation’s legal name, which then allows you to notify other agencies, such as the IRS and California Franchise Tax Board (FTB), of the update.
The supporting documentation required to report a change of name is noted below:
If Your Organization Is | The Request Must Include |
Incorporated | A copy of the amendment to the Articles of Incorporation, and proof of filing with the California Secretary of State. |
The letter or fax reporting the change of name must include the following information about your organization:
- full name (both the prior name and the new name)
- Employer Identification Number and
- authorized signature (an officer or trustee)
The individual signing the letter must state the capacity in which he or she is signing (for example, “John Smith, President”).
If you need to report a change of your organization’s address, see Change of Address – Exempt Organizations.
The EO Determinations Office can issue an affirmation letter showing an organization’s new name and affirming the section of the Internal Revenue Code under which IRS records show the organization as tax-exempt and whether contributions to the organization are deductible.
When you think everything is done, it is time to check to make sure everything has been processed. The Secretary of State is pretty quick in making updates, but almost everyone else takes their time.
Here is where to check:
California SOS – https://bizfileonline.sos.ca.gov/search/business (You can search by your name or your reference number. It may be 6 or 7 numbers long. The SOS works with 6 numbers.)
California DOJ – https://rct.doj.ca.gov/Verification/Web/Search.aspx?facility=Y (you will need your EIN )
California FTB – https://webapp.ftb.ca.gov/eletter/?Submit=Check+Status (You will need the 7 digit number to check. This number is on the SOS page. If it has only 6 numbers, put a 0 in front of the existing numbers to check. )
IRS https://apps.irs.gov/app/eos/ (You will need your EIN to search.)