How much public disclosure is required of a 501(c)(3) organization? What are the basic requirements regarding annual meetings and open membership, if any?
A 501(c)(3) entity (other than a church or integrated auxiliary) is generally required to file a publicly available tax return in the Form 990 series of reports. (See Ready Reference Page "Tax Exempts Must Provide Applications, Returns.") A private foundation must file a Form 990-PF regardless of the amount of income or assets. A public charity may file a Form 990-N electronic postcard if it normally has revenues of $50,000 or less. (See Ready Reference Page: “Small Nonprofits Must File E-Postcard to Retain Exemption.”) A public charity with income of less than $200,000 and assets of less than $500,000 may file a Form 990-EZ. Organizations with income of $200,000 or more or assets of $500,000 or more must file the full Form 990.
Where the charity is required to register with one or more of the 39 states and the District of Columbia that require registration prior to solicting charitable contributions within the jurisdiction, there will be additional public disclosures required, often including audited financial statements. California has enacted a mini-Sarbanes law which requires nonprofits registered with the state to make an audited financial statement available to the public if they receive gross receipts (other than government contracts) of more than $2 million. (See Nonprofit Issues, November 1-15, 2004.)
Governance issues are a matter of state law and may vary somewhat from state to state. An organization may ordinarily determine its own membership, although certain organizations, like the Jaycees, may be considered so open that they are public accommodations prohibited from discriminating on the basis of race, sex, etc. Nonprofits with members are usually required to hold at least an annual meeting of the members and an annual meeting of the directors. Meetings of directors are not normally "public" or open to all of the members, although they may be open as a matter of corporate policy. Members have the right to review the minutes of such meetings as part of their right to review the books and records of their corporation.
Tuesday, May 10, 2011