New York splits nonprofit oversight across two agencies with two different jobs: the Department of State forms your corporation, and the Attorney General's Charities Bureau later governs your fundraising. Confusing the two is the most common early mistake. Here's the formation steps in order, then what the Charities Bureau wants once you're approved.
Search the Department of State's Corporation and Business Entity Database to confirm your name is available. New York also restricts certain words: names containing "school," "college," "university," "museum," "library," "academy," "conservatory," or similar education- or culture-related terms need the written consent of the Commissioner of Education attached to your certificate before the Department of State will file it. If your name includes "exchange," you'll need the Attorney General's approval instead.
File a Certificate of Incorporation with the Department of State's Division of Corporations. As of the Nonprofit Revitalization Act, New York no longer uses the old Type A/B/C/D classification; instead, your certificate simply designates your organization as charitable or non-charitable purpose. Most 501(c)(3)s file as charitable purpose.
Filing fee: $75. Expedited processing is available for an extra fee ($25 for 24-hour, $75 same-day, $150 for 2-hour) if you need it faster.
Some purposes require another agency's written consent attached to your certificate before the Department of State will accept it; for example, certain charitable purposes need the Attorney General's Charities Bureau to sign off at formation, not just register later. Check with the Attorney General's Charities Bureau if your stated purpose looks like it might trigger this.
New York requires a minimum of three directors. Unlike most states, New York doesn't force you to name a private registered agent: the Department of State automatically serves as your default agent for service of process. You can also name a supplementary registered agent of your own if you want faster, direct delivery of legal notices instead of routing through the state.
Once your Certificate of Incorporation is filed, get your EIN from the IRS (Form SS-4, free, instant online), then apply for federal tax-exempt status: Form 1023-EZ if you qualify (under $50,000 in projected annual gross receipts, under $250,000 in assets), or the full Form 1023 otherwise. See our First 90 Days checklist for the full federal walkthrough, current fees, and processing times.
New York's next rule: register with the Attorney General's Charities Bureau before you ask anyone in the state for money.
When you're ready to fundraise, submit Form CHAR410 (Registration Statement for Charitable Organizations) to the New York Attorney General's Charities Bureau. This is a one-time registration that signals you're operating legally in New York.
What you need:
File it online through the New York Attorney General's system. The fee is $25. Processing usually takes 1-3 weeks, but check directly with the AG's Charities Bureau if you need faster turnaround.
There is one exception: if your nonprofit receives less than $25,000 in gross contributions per year AND you don't work with professional fundraisers, you can skip CHAR410 entirely. Most brand-new nonprofits don't hit this ceiling in year one, but it's worth knowing.
Once you cross $25,000 in annual contributions (or if you hire a professional fundraiser), you retroactively owe registration with the AG. So if you think you're under the threshold, stay ready to file when you're not.
After CHAR410 is approved, every year by the deadline (usually late May or June, depending on your fiscal year), you file Form CHAR500 to the AG. This is the ongoing compliance form that includes your financial statements, any changes to your leadership, and confirmation that you're still operating.
CHAR500 must be accompanied by financial statements that meet New York's audit/review thresholds (see below). Missing the CHAR500 deadline is considered a violation and can result in fines or, eventually, loss of your New York charitable registration.
When you file CHAR500, New York law requires your financial statements to be reviewed or audited depending on your gross revenue and support. This is separate from the federal 990 requirement; New York has its own thresholds.
The three tiers (based on annual gross revenue):
These thresholds have been in effect since July 1, 2021, and remain current through 2026. If you're unsure whether you're in the "review" zone, check with the New York Attorney General's Charities Bureau directly.
Federal 501(c)(3) status does not automatically exempt you from New York taxes. You need to apply separately; but it's straightforward.
New York imposes a corporate franchise tax on for-profit businesses. Nonprofits that don't file for exemption are charged this tax just like any other corporation. To get exempt status, file Form CT-247 with the New York Department of Taxation and Finance.
What to submit with CT-247:
There is no filing fee. If approved, you won't owe New York corporate franchise tax. This is not the same as federal income tax (which you don't owe as a 501(c)(3) anyway), but it's a separate state-level tax that hits corporations, and nonprofits need to opt out of it explicitly.
When your nonprofit makes purchases (supplies, equipment, services), you normally pay New York sales tax. If you're exempt, you don't. To get exempt status, file Form ST-119.2 (Application for an Exempt Organization Certificate) with the Department of Taxation and Finance.
Once approved, they issue you Form ST-119.1 (Exempt Organization Certificate) with a six-digit sales tax exemption number. You use this number when you place orders so vendors don't charge you sales tax in the first place.
What to include with ST-119.2:
There is no filing fee. Processing typically takes a few weeks. Once you have your exemption number, you can start using it on vendor orders immediately.
New York for-profit corporations file biennial statements with the Department of State to keep their charter current. Nonprofits do not. Once you've incorporated as a nonprofit in New York, you don't have an ongoing filing requirement with the DOS; your compliance obligation is with the Attorney General (CHAR500), not the Department of State.
If someone tells you that you need to file something biennial with the DOS, they're confusing nonprofits with for-profit corporations. You don't.
Mark these dates now, before they sneak up.
For the federal side of your first 90 days, check out our First 90 Days checklist. For state-by-state overview of solicitation registration (including whether you're in one of the 10 states that don't require it), see our FAQ. And if you want the detailed breakdown of what charitable solicitation registration actually is, read our Charitable Registration Guide.
New York's structure sounds complicated, but it's straightforward once you realize there are two agencies with two separate jobs: the Attorney General (who supervises day-to-day fundraising compliance) and the Tax Department (who handles exemption from state taxes). File with both, hit your deadlines, and you're set.