How do I move a 501(c)(3) from Oregon to Washington?

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We incorporated in Oregon as a 501(c)(3) DNP, & later relocated to Washington operating as a "foreign entity". We were told to register w/ WA SOS corp, & did so, & to apply for a Master Business License. Now I'm told we should not have filed for Master Bus. License, but a "charities license". How can I consolidate all to WA & avoid mutiple state registrations/fees, etc.

Attorney Answer

1
John Sullivan ·
Switching to a Washington State non-profit corporate charter for your entity should eliminate some of the complexity, hassle and additional expense you are experiencing by having to maintain an OR charter while puzzling over the WA licensing obligations. As long as you are a foreign non-profit "conducting affairs" in WA, you have to maintain a Certificate of Authority through the SOS. See: http://apps.leg.wa.gov/rcw/default.aspx?cite=24.03.325 You also have to file an annual or biennial report. See: http://apps.leg.wa.gov/rcw/default.aspx?cite=24.03.395 Your OR entity shouldn't have to file a Master Business Application unless you have employees (L&I and EMS), or have to collect sales tax and pay it over to the DOR from fundraising efforts. Probably the most straight-forward method to eliminate the dual qualification would be to form a new WA non-profit corporation followed immediately by a statutory merger of the OR non-profit into the new WA nonprofit, with WA surviving, using the original name. You then file whatever is necessary to make sure OR understands you no longer have a separate OR entity. http://apps.leg.wa.gov/rcw/default.aspx?cite=24.03.185 When you merge a 501(c)(3) into another, the IRS must determine whether the post-merger entity continues to be organized and operated for section 501(c)(3) purposes. See: http://www.nonprofitexpert.com/merger.htm As a separate matter, any non-profit, wherever located, that solicits charitable contributions from WA residents is required to register as a charity with the SOS. See: http://www.sos.wa.gov/charities/ If you are soliciting in other states, you may have to register as a charity there as well. http://www.multistatefiling.org/
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