North Dakota Nonprofit Compliance: Annual Reports, Charity Registration, Taxes, Employment, Gaming, and Closure

Direct answer: what North Dakota actually asks of a nonprofit

A North Dakota charitable nonprofit is a nonprofit corporation formed under N.D.C.C. ch. 10-33. The domestic Articles of Incorporation go through FirstStop and the filing fee is $40. The corporation keeps at least three directors in the ordinary case, and no more than 49 percent of the individuals on that board may be financially interested individuals. Officers must include a president and a secretary, however those roles are designated.

Two things surprise people arriving from another state. The first is that the Secretary of State runs two separate annual reports. The nonprofit corporate annual report is due February 1 and costs $10. The Charitable Organization Annual Report is due September 1 and costs its own $10. They have different extension rules and different consequences, and an organization registered as a charity files both. The second is that federal section 501(c)(3) recognition settles almost nothing at state level here: not the sales tax treatment of a purchase, not the property tax exemption, not unemployment coverage, and not the right to run a raffle.

Four of the 117 structured requirements in the full North Dakota guide remain VERIFICATION IN PROGRESS. That means the official record reviewed did not settle them, and this guide declines to guess rather than publishing a clean answer that the sources do not support.

Formation, the board, and the 49 percent rule

Chapter 10-33 supplies the entity. Its official caption is NONPROFIT CORPORATIONS, which is why this guide cites the chapter rather than inventing a formal act title that North Dakota does not use. The domestic filing runs through FirstStop and the current fee is $40.

The ordinary board minimum is three directors, and that number comes from the statute rather than from a choice the organization makes. The exception is narrow and worth reading carefully: where the corporation has only one or two voting members, the board may fall below three, but it may never be smaller than the number of voting members. For a typical public charity with no voting members, the answer is three.

The rule most likely to break a template written for another state is the board composition cap. No more than 49 percent of the individuals serving on the board may be financially interested individuals. That status is measured on compensation received from the corporation during the preceding 12 months and on the family relationships the statute lists. It is a composition rule about who sits on the board, and it is not the same thing as the separate conflict of interest framework that governs approval of an individual transaction. An organization can satisfy one and fail the other.

Officers are prescriptive here in a way many states are not. A president and a secretary are required, however designated. A treasurer is optional unless the Articles or bylaws require one, and one individual may generally hold more than one office unless the governing documents say otherwise.

The February report and the September report

The nonprofit corporate annual report is the chapter 10-33 filing. It is due on or before February 1 each year, it costs $10, and it goes through FirstStop. The first one is not due in the year of formation: it falls in the calendar year after the year in which formation or foreign authority became effective.

The Charitable Organization Annual Report is a chapter 50-22 filing. It is due September 1, it costs its own $10, and it is the report that keeps a charity registration effective. An extension request must arrive before September 1, the Secretary may grant a one year or standing extension, standing extensions are limited to fiscal years ending in June, July or August, and no extension can move a deadline past December 1.

The guide states the relationship between them as its own separate requirement, because collapsing the two is the most common North Dakota reporting error. They are separate legal filings with separate deadlines, separate fees, separate extension rules and separate consequences. Filing the February report does not keep a charity registration active, and filing the September report does not keep the corporation in good standing. The dedicated article on this pair works through the whole calendar.

Charity registration and the audit question

A covered charitable organization registers before it solicits, and the current workflow wants the underlying entity and name registration active first. The registration fee is $25 and the filing runs through FirstStop. North Dakota’s solicitation definition is broad enough to matter: it reaches internet and electronic requests, not only mail and telephone campaigns.

The question a growing charity asks next is when an audit becomes mandatory, and North Dakota’s answer is not a number. Chapter 50-22 requires an annual financial statement prepared on a GAAP basis with the statutory components, and it says the statement need not be certified unless otherwise required. No automatic revenue or expense threshold in the current chapter independently triggers a CPA audit, review or compilation for an ordinary charity. Grantors, lenders and federal award rules can still require one, and the Secretary of State and the Attorney General keep their own examination authority, but none of that is a statutory dollar threshold and this guide does not invent one.

If the organization pays someone covered by North Dakota’s professional fundraiser definition, a separate registration applies to that person. It goes in before contributions are sought, uses SFN 11303, and costs $100. The $20,000 surety bond that accompanies it is a bond, not a second fee.

Tax: three unrelated questions

Income tax comes first and is the simplest. A federally tax exempt corporation with no federal unrelated business taxable income does not file a North Dakota corporate income tax return for that year. Once federal UBTI exists, the organization files North Dakota Form 40 together with federal Form 990-T, and the deadline is the 15th day of the fifth month after the tax year closes. That formula, rather than any one calendar date, is what to carry forward.

Sales and use tax is the question where a section 501(c)(3) determination letter does the least work. North Dakota does not generally exempt religious, charitable or nonprofit organizations from sales and use tax on their purchases. What exists is a set of specific statutory purchaser categories, each with its own qualification test and its own Certificate of Exempt Status. Selling is a separate question again: regular ongoing retail activity in direct competition with retailers is taxable regardless of what the net receipts are used for, and it requires a North Dakota sales and use tax permit.

Property tax is the third question and it never follows from the other two. The charitable real property exemption depends on statutory ownership and use, it is administered by the local assessor rather than by the state, and the application is annual. It is delivered to the local assessor by February 1, which means an organization that owns property is meeting a February 1 deadline for the corporate report and a February 1 deadline for the property claim in the same week.

Employment: three thresholds that do not line up

Unemployment insurance uses a nonprofit specific rule. A section 501(c)(3) organization becomes liable when it employs four or more workers during 20 different weeks in a calendar year. That is not the general employer test, and importing the general test produces the wrong answer in both directions. A covered section 501(c)(3) organization also has a financing choice most employers do not: it may elect to reimburse the trust fund for benefits actually paid to former workers instead of paying ordinary contributions, subject to election timing rules and a lock period.

Workers compensation is entirely separate and works differently from most states. Workforce Safety & Insurance is the sole provider. A private workers compensation policy does not substitute for North Dakota coverage, and with limited exceptions the coverage has to be in place before covered employees begin work rather than after the first payroll.

Income tax withholding is a third registration. An employer paying covered wages opens a withholding account through ND TAP before it withholds and remits. New hire reporting, the electronic filing thresholds and the annual reconciliation sit on top of that, each with its own trigger.

Charitable gaming, and why alcohol is not part of it

North Dakota nonprofits run a lot of gaming, and the authorizations are not interchangeable. The state charitable gaming organization licence is the broad one: it covers the authorized games including bingo, pull tabs and electronic pull tabs, raffles, sports pools and twenty one, subject to statute, rules, sites and local authorization. For FY2027, applications and renewals run through the Charitable Gaming Organization Portal.

A local city or county permit is a much narrower instrument and is often mistaken for the licence. It may cover only raffles, bingo and sports pools. The organization and closely related organizations may award a primary prize of no more than $15,000 and total prizes of no more than $50,000 in a year, and the local permit fee itself may not exceed $25. A one event restricted permit and a private raffle for a named benevolent purpose are two further separate paths.

Whatever gaming authority the organization holds, it carries no alcohol permission with it. Alcohol is its own local and state licensing question. Chapter 5-02 does contain a narrow nonprofit exception where an alcoholic beverage is sold as part of a fundraising auction, raffle or other prize contest, and that exception comes with a condition worth reading twice: where the beverage is sold as part of a fundraising event, it may not be consumed at that event. Serving at the event is a different path, through a licensed retailer or a local event permit.

Lobbying, campaign finance, and the federal rule

These are three systems, not one. State lobbying registration comes before covered lobbying, the term runs July 1 through June 30, and the fee is $25 for the first represented organization plus $15 for each additional organization. The annual lobbyist expenditure report follows on its own schedule.

North Dakota campaign finance law is where a nonprofit board is most likely to assume it is out of scope and be wrong. Chapter 16.1-08.1 expressly includes nonprofit corporations in the term corporations, so nonprofit status by itself does not remove state disclosure duties. A nonprofit corporation making a covered independent expenditure reports it within 48 hours, with late amounts escalating from $25 to $50 to $100 as the delay grows.

The federal section 501(c)(3) prohibition on intervening in a candidate election is a separate federal rule with separate consequences. Complying with North Dakota disclosure does not make an intervention permissible federally, and staying clear of candidate elections federally does not by itself answer whether a state disclosure filing is due on a ballot measure.

Closing down is a sequence, not a filing

Voluntary dissolution under chapter 10-33 begins with the required approvals and then runs through two Secretary of State filings. The Notice of Intent to Dissolve costs $10 and comes after approval. The Articles of Dissolution cost $20 and come after the applicable winding up prerequisites are complete.

Between those two filings sit the parts that actually take time. A corporation may elect the statutory published claims procedure, which runs once each week for four successive weeks. Restricted and charitable assets follow the statutory distribution hierarchy rather than a board preference. And where the transaction is covered by section 10-33-122, the Attorney General gets notice and a 45 day waiting period applies, which the Attorney General may extend by a further 30 days.

One thing the Articles of Dissolution do not do is close everything else. Charity registration, tax accounts, unemployment, Workforce Safety & Insurance, gaming, lobbying and campaign finance accounts and local licences each have their own closure or final return process. The full guide publishes that as VERIFICATION IN PROGRESS, because no single official source establishes one universal cross agency sequence, and an organization winding up should confirm each account it actually holds rather than assuming one filing cleared them all.

How to use the full North Dakota guide

The complete guide carries 117 structured requirements backed by 61 official sources, every one of them a North Dakota statute, an agency page, an official form or portal, a local government page, or in one instance a federal IRS page used only to keep the federal candidate rule separate. Each requirement renders as its own card with its applicability line, deadline, fee, responsible agency, exceptions and direct source links.

Every card carries one of two labels. SOURCE VERIFIED means the claim traces to cited official material that was read on the research date. VERIFICATION IN PROGRESS means the official record reviewed left the question open, and the card says exactly what is unresolved, why the evidence is insufficient, which agency could settle it, and what the risk is of treating it as decided. There is no third label and no silent rounding between them.

Start with the fifteen Start Here entries, which are the highest priority decision points in the order an organization normally meets them, then read the group that matches what the organization is actually doing this quarter. Not every requirement applies to every nonprofit, and each card states its own applicability before anything else.