Nonprofit Corporation Formation Filing in Nebraska
At a glance
| Governing act and filing office | Nebraska Nonprofit Corporation Act; articles filed with Secretary of State (Neb. Rev. Stat. §§ 21-1901, 21-1920) |
|---|---|
| Incorporator and filing document | One or more persons deliver articles, with exact or conformed copy; each incorporator listed by name and street address (Neb. Rev. Stat. §§ 21-1903(i), 21-1920, 21-1921(a)(4)) |
| Name and purpose | Articles state compliant name; separate purpose optional and may be any lawful activity (Neb. Rev. Stat. §§ 21-1921(a)(1), (b)(1), 21-1931) |
| Member and entity-type statement | Articles elect public benefit, mutual benefit, or religious type; say whether members exist and address asset distribution on dissolution (Neb. Rev. Stat. § 21-1921(a)(2), (5)–(6)) |
| Initial directors and selection | Initial-director names and street addresses optional; named directors also sign; otherwise incorporators elect directors after formation (Neb. Rev. Stat. §§ 21-1921(b)(2), (c), 21-1924(a)(2)) |
| Registered office and agent | Articles state initial Nebraska office street address and agent name; agent may be resident individual or qualifying domestic/foreign corporation with matching office (Neb. Rev. Stat. §§ 21-1921(a)(3), 21-1934) |
| Signatures and agent acceptance | Every incorporator and named initial director signs; statute's formation list does not specify a separate agent acceptance (Neb. Rev. Stat. §§ 21-1921(c), 21-1903(g)) |
| Filing fee | $30 written filing or $25 electronic filing (Neb. Rev. Stat. § 21-1905(a)(1)) |
| When existence begins | Existence starts on filing absent delayed date; delayed effective date at most 90 days after filing (Neb. Rev. Stat. §§ 21-1922(a), 21-1906(b)) |
Requirements one by one
Under § 21-1901, the Nebraska Nonprofit Corporation Act governs this filing. One or more incorporators deliver the articles to the Secretary of State under § 21-1920; § 21-1903(i) calls for an exact or conformed copy with the filing.
Corporate name and purpose
Under § 21-1921(b)(1)–(2), a separate purpose provision is optional and can authorize any lawful activity. The name must avoid the same or a deceptively similar name on the Secretary's records under § 21-1931(b).
Membership and entity type
Under § 21-1921(a), the articles choose public benefit, mutual benefit, or religious status and state member status and lawful dissolution distribution terms.
Initial directors and selection
When initial directors are named, § 21-1921(c) requires them as well as the incorporators to sign. If none are named, § 21-1924(a)(2) directs incorporators to elect directors after incorporation.
Registered office and agent
The street address and agent name appear in the articles. Under § 21-1934, the agent's office matches the registered office; a post office box can be added but cannot replace the street address.
Signature and agent acceptance
Under § 21-1903(g), each signer gives a name and signing capacity by the signature. The formation-article list in § 21-1921 identifies the agent but does not specify a separate signed acceptance document.
Filing fee
Under § 21-1905(a)(1), paper filing costs $30 and electronic filing costs $25.
Effective existence and delayed date
Under § 21-1922(a), existence begins on filing absent a delayed effective date. Under § 21-1906(b), the delay may be no more than 90 days after filing.
What trips people up
Naming initial directors adds their signatures to the articles. The dissolution distribution clause is required even though a separate purpose clause is optional.
Common questions
May the registered office be only a post office box? No. Section 21-1921(a)(3) requires a street address and permits a box number only in addition.
Does a director list have to accompany every filing? No. Section 21-1921(b)(2) makes the list optional, with a post-formation incorporator election route under § 21-1924(a)(2).
Statutes and sources
The quoted official sections, their legislature URLs, and access dates are recorded above.
Source links
Every statute quoted above, linked, with the date we checked it.
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