2. Agenda
Benefits of Incorporation
State of Georgia Definitions
Corporate Status of Georgia Jaycee Entities
Process for Reinstating or Obtaining Nonprofit
Status
Web Links
3. The Benefits of Incorporation
Legal Protections
– Limited personal liability protection
Corporation’s debts and other obligations
– Exceptions to personal liability protections
– Ability to sue
– No incorporation – no ability to sue
Tax exemptions
Grant money
Tax deductible donations
4. State of Georgia: Status
Definitions
ACTIVE/COMPLIANCE: The entity is active upon
the records of the Secretary of State, and in compliance with
the annual registration filing requirements.
ACTIVE/OWES CURRENT YEAR AR: The
entity is active upon the records of the Secretary of State, and
in compliance with the annual registration filing requirements.
The entity's annual registration is due by April 1 or, if it is a
domestic corporation, within 90 days of the 'filing date'.
5. State of Georgia: Status
Definitions
ACTIVE/NONCOMPLIANCE: The entity is active
upon the records of the Secretary of State, but is not in
compliance because of failure to file an annual registration
either within ninety (90) days of its initial filing date or by the
statutory due date as required by Georgia Law.
ADMINISTRATIVELY DISSOLVED: The
corporation or LLC has been administratively dissolved for
failure to file annual registrations. Typically 2-3 years of
noncompliance with annual reporting requirements.
INVOLUNTARY DISSOLUTION: The corporation
was part of the May 1, 1981 mass involuntary dissolution.
6. Current Corporate
Status
29 Local Chapters
– 1 Active Compliance
– 15 Active/Owes Current
Year
– 3 Active Noncompliance
– 8 Auto Admin
Diss/Revocation
– 1 Involuntary Dissolution
– 1 No Status
3 State Organizations
– 3 Active/Owes Current
Year
11 Other Jaycee
Entities
– 2 Active Compliance
– 5 Active/Owes Current
Year
– 3 Active Noncompliance
7. Mountain Region
Active Compliance
– Atlanta
Active/Owes Current Yr
– Blairsville
– Dahlonega
– Gainesville
– Kennesaw
– Lanier
– Marietta
– Newnan-Coweta
– Woodstock
Active Noncompliance
– Georgia Korean
Auto Admin Dissolution
Revocation
– Athens
– North Fulton
8. Central Region
Active/Owes Current Yr
– Cochran
– Columbus
– Dublin
– Swainsboro
Active Noncompliance
– Waynesboro
No Status
– Gray
Auto Admin Dissolution
Revocation
– Lizella
– Macon
– McRae
9. Costal Region
Active/Owes Current Yr
– Brunswick
– Golden Isles
– Savannah
– Waycross
Active Noncompliance
– Statesboro
Auto Admin Dissolution
Revocation
– Bainbridge
– Fitzgerald
– Jessup
Involuntary Dissolution
– Baxley
10. State Entities
Active/Owes Current Year
– Georgia Junior Chamber of Commerce
– Georgia Jaycette Foundation
– Georgia Jaycee Foundation
11. Other Entities
Active compliance
– Gainesville Jaycees
Vocational Rehab Center, Inc.
– Atlanta Jaycee Foundation
Actives/Owes Current YR
– Americus Jaycees ESF, Inc.
– Augusta Jaycees-VA Pre-
employment Clinic, Inc.
– Lanier Jaycees Charitable
Fund, Inc.
– Warner Robins Jaycees/Miss
Warner Robins Scholarship
Corp
– Woodstock Jaycees
Foundation, inc
Active/Noncompliance
– Americus Jaycees, Inc.
– Savannah Jaycees
Foundation, Inc.
– Toccoa-Stephens County
Junior Chamber of
Commerce, Inc.
12. Obtaining Nonprofit
Status
State Procedures
– Reinstatement
– New Incorporation
IRS Procedures
– Employee Identification Number
– US Jaycees Umbrella 501(c)(4) Status
13. State Filing Procedures -
Reinstatement
Request for Reinstatement Form
$100 filing fee
Unpaid Annual Registration Fees ($30 per year)
14. State Filing Procedures – New Chapter
Optional Name Reservation ($25)
Initial Submission ($100)
– Transmittal Form 227
– Articles of Incorporation (2 copies)
Annual Registration ($30)
– Within 90 days
– Identification of corporate officers
Published Intent to Incorporate ($40)
– Official County Legal Organ – newspaper
15. Tax Exempt Status
Federal Issue
IRS Requirements
– Employee Identification Number (EIN)
(IRS Form SS-4)
– US Jaycee Umbrella 501(c)(4) status
16. Helpful Web Links
State
– http://www.sos.state.ga.us/corporations/filing_procedures.htm
– http://www.georgiacorporations.org/
– http://www.georgiacorporations.org/legal_organs.pdf
Federal
– https://sa2.www4.irs.gov/sa_vign/page?content=howto.jsp&title=
IEIN+HowTo&menubar=menubarHelp.jsp
– http://www.irs.gov/charities/charitable/article/0,,id=122670,00.html
US Jaycees
– http://www.usjaycees.org/Forms/ChapterManagement/GroupExemption.pdf
State Bar Of Georgia – Pro Bono Project
– http://www.gabar.org/related_organizations/pro_bono_project/
Benefits
Legal protections
Limited personal liability protection as an officer and member for any negligent acts
Exceptions: when a director or officer of the corporation;
Personally and directly injures someone
Personally guarantees a bank loan or business debt of corporation
Fails to deposit taxes or file tax returns
Does something intentionally fraudulent, illegal, that causes harm
Co-mingles personal and corporate funds
Ability to sue on behalf of a the corporation and enforce legal agreements
No incorporation – no right to sue on behalf of the organization
No incorporation – may be liable for other legal claims ex. Fraud
Other benefits
Tax exemptions – filing of federal tax exempt status permits non-profit organizations to be exempt from paying state and federal taxes
Access to grant money – typically a requirement for obtaining funds from government agencies and private foundations. May be a requirement for obtaining funds from the GAJC Foundation in the future.
Tax deductible donations– depending on your federal tax status. If you file as a 501(c)(3) donations to your chapter will be tax exempt. If you file under another section f the IRS code – typically 501(c)(4), donations will not be tax exempt. US Jaycees is a 501(c)(4)
501(c) is a provision of the United States Internal Revenue Code (26 U.S.C. § 501(c)), listing twenty-eight types of non-profit organizations exempt from some Federal income taxes
Section 501(c)(3) is just one of the tax law provisions granting exemption from the federal income tax to non-profit organizations.
This exemption does not cover other federal taxes such as employment taxes.
501(c)(3) exemptions apply to corporations, and any community chest, fund, or foundation, organized and operated exclusively for religious, charitable, scientific, testing for public safety, literary, or educational purposes, or to foster national or international amateur sports competition, or for the prevention of cruelty to children or animals.
Another provision, 26 U.S.C. § 170, provides a deduction, for federal income tax purposes, for some donors who make charitable contributions to most types of 501(c)(3) organizations, among others. Regulations specify which such deductions must be verifiable in order to be allowed (e.g., receipts for donations over $250).
The three principal classifications of 501(c)(3) organizations are as follows:
A public charity, identified by the Internal Revenue Service (IRS) as "not a private foundation," normally receives a substantial part of its income, directly or indirectly, from the general public or from the government. The public support must be fairly broad, not limited to a few individuals or families. Public charities are defined in the Internal Revenue Code under sections 509(a)(1) through 509(a)(4).
A private foundation, sometimes called a non-operating foundation, receives most of its income from investments and endowments. This income is used to make grants to other organizations, rather than being disbursed directly for charitable activities. Private foundations are defined in the Internal Revenue Code under section 509(a) as 501(c)(3) organizations which do not qualify as public charities.
A private operating foundation is a private foundation that devotes most of its earnings and assets directly to the conduct of its tax exempt purposes, rather than to making grants to other organizations for these purposes. Private operating foundations are defined in the Internal Revenue Code under section 4942(j)(3).
501(c)(4) exemptions are given to civic leagues or organizations not organized for profit but operated exclusively for the promotion of social welfare, or local associations of employees, the membership of which is limited to the employees of a designated person or persons in a particular municipality, and the net earnings of which are devoted exclusively to charitable, educational, or recreational purposes.[5]
The exemption does not apply "unless no part of the net earnings of such entity inures to the benefit of any private shareholder or individual
Unlike donations to the more prevalent 501(c)(3) non-profit organizations, donations to a section 501(c)(4) organization are not deductible by the donor under section 170 of the code unless the recipient organization is a volunteer fire department as described in revenue ruling 80-77 or veteran organizations with at least 90% of its membership consisting of war veterans as described in IRS Revenue Ruling 84-140.
State Procedures – Reinstatement
A corporation that is administratively dissolved may reinstate by filing an application for reinstatement;
Paying a $100 filing fee;
Paying any unpaid annual registration fees ($30/year).
However, if another entity has filed under that corporation’s name during the period of administrative dissolution, a new name must be selected.
EIN Number: Register with the IRS and obtain a Federal tax identification number, also called an Employer Identification Number (EIN). The EIN is necessary because, without it, the new chapter cannot obtain a non-profit status as a chapter, they may have tax or audit issues with the IRS, and they will not be able to open a bank account or many times, lease venues for their projects. The easiest way to obtain an EIN is by phone. By calling 1-866-816-2065, you can get an EIN in five minutes. Otherwise, you can go to: www.irs.gov/formspubs/index.html and select the appropriate form (Form SS-4) from those listed.
Non-profit status: The U.S. Jaycees already have non-profit status and a group exemption number that works as an umbrella for all Jaycee chapters in the United States. All you have to do is pull the "Group Exemption" form off of the U.S. Jaycee website (www.usjaycees.org), fill in the information concerning your EIN and corporate name, and fax it to: the Group Exemptions Officer at (918) 584-4422 at the United States Jaycee Headquarters. You will receive a letter from the national organization showing that you are included under this group exemption umbrella and this will be your proof of non-profit status for any venues, sponsors, promoters or other organizations that ask you for such information in the future.
