Florida (FL) State NonProfit Formation and Form F-1120 & Form 1120-A Filing Requirements

The filing can be done online or through the mail. The Articles of Incorporation of a Florida nonprofit corporation can be printed as a PDF application. This can be sent by postal mail with a check or money order.

• The form updates or confirms the records of the Florida Department of State, Division of Corporations'.
• It is not a financial statement.
• An annual report must be filed each year for your nonprofit corporation to maintain an "active status" with the Department of State.
• Irrespective of whether your organization needs to make changes, the annual report must be filed.
• The data displayed on the entity’s annual report must be the most current data on file with the Division of Corporations.

• If your nonprofit corporation does not file annual reports by the stipulated deadline, it would lead to administratively dissolving or revoking your organization from the Florida records. This will be effective at the close of business on the 4th day of September. (Chapters 607, 617 and 620, F.S.)
• The entities which are administratively dissolved or revoked may be reinstated, but it requires submission of a reinstatement application and payment of associated fees (the reinstatement fee + annual report fees due).
• For the 2020 calendar year, the last day to pay by check is on September 18th. You may pay by credit card through 5:00 pm EST, September 25, 2020.

• Non-profit corporations are NOT subject to late fees but a penalty of $400 will be imposed for other organizations.

All Florida nonprofit corporations must file an Annual Report yearly to maintain “active” status. The first report should be filed a year after the corporation has been formed.

Filing Fee:

If your organization is not under suspension on the due date of Form 199 or the 199N, you do not have to apply for the extension. Your organization will be given an automatic extension of 7 months.

Reporting Agency: Secretary of State

Filing Period:

The report must be filed between January 1st and May 1st. The report can be filed electronically online.

The filing fee:

The fee for the annual report is $61.25.

Filing Method:

“Annual Report Reminder Notices” are sent to the e-mail address provided while submitting this document for filing. To file any time after January 1st, visit our website at www.sunbiz.org.

The “unrelated trade or business income” of Tax-exempt organizations for federal income tax purposes is also subject to Florida corporate income tax and must file either the

• Florida Corporate Income/Franchise Tax Return (Form F-1120) or
• Florida Corporate Short Form Income Tax Return (Form F-1120A).

Form F-1120 is required to be filed in the following circumstances. This applies to any non-profit or tax exempt organization, including a private foundation exempt from Federal Income tax under IRC.s. 501(a) and described in I.R.C. s. 501(c).

• The organization has "unrelated trade or business taxable income" according to I.R.C. s. 512, or
• It is filing Form 990T with the Internal Revenue Service.

Organizations that are required to apply for a ‘determination letter’ for getting exemption under IRC.s 501(a) must file as timely as required by I.R.C. Reg. s. 1.508-1 to be considered a tax exempt entity. Also, organizations that received an adverse determination will not be considered a tax exempt entity.

The organization is subject to Florida corporate income tax and required to file a Form F-1120 unless it receives a retroactively effective determination letter. If the Internal Revenue Service determines the organization was not exempt from federal income tax for any period, the organization will be required to file Form F-1120 or Form F-1120X according to Section 220.23, F.S.

Visit the Department's Corporate Income Tax webpage for additional information.