North Carolina Foreign Registration N-09 for nonprofits
Filing Form N-09 as a foreign nonprofit in North Carolina
Form N-09 is the Application for Certificate of Authority for Nonprofit Corporation, and its fee is $125, which is $225 with 24-hour filing. It has 13 numbered items, including a question about whether the corporation has members. Our fee for preparing it is $199 plus the state charges, and we handle these orders by email.
Form N-09 summary
- Filed by
- A nonprofit corporation formed outside North Carolina that will conduct affairs here
- State fee
- $125; $225 with 24-hour filing; $325 same day
- Enclosure
- An authenticated certificate of existence from the home state
- Replacement name
- Board resolution certified by the secretary
- Unique question
- Whether the corporation has members
- Send to
- P.O. Box 29622, Raleigh, NC 27626-0622
The thirteen items
| Item | What it asks | Note |
|---|---|---|
| 1 | The corporation's name, and a different name for North Carolina if needed | |
| 2 | The state or country of incorporation | |
| 3 | Incorporation date together with the duration | Both go on one line |
| 4 | Where the principal office is, by street address | |
| 5 | A separate mailing address for it, only if needed | |
| 6 | Registered office in North Carolina, with its county | |
| 7 | A separate mailing address for that office, only if needed | |
| 8 | Who the registered agent is | |
| 9 | Each current officer, with business address | |
| 10 | Members or no members | Tick exactly one box |
| 11 | Statement that the authenticated certificate is enclosed | |
| 12 | Resolution adopting a replacement name, if you need one | Certified by the secretary |
| 13 | A later effective date or time, if wanted |
A signature block follows: the date, the corporation's name, the signature and the printed name and title.
The members question
The form asks the corporation to check one box, stating that it has members or that it does not. The answer should match the home-state governing documents. Some nonprofits have no members and are run by a board alone, and others have voting members. A corporation that is unsure should read its bylaws before ticking a box, since the answer becomes part of the public record in North Carolina.
Why the fee is lower
The state sets $125 for N-09, half of what an LLC or business corporation pays for its form. That does not make the rest of the process lighter. The certificate of existence must still be authenticated, the registered agent still needs a North Carolina office and the other items are the same in kind. What the nonprofit does not have is the share and duration detail on the business form, since item 3 combines the incorporation date and the duration.
Certificate, name and signer
The home-state certificate is authenticated by the Secretary of State or the official who keeps corporate records in the state or country of incorporation. This form does not repeat the six-month limit that appears on the LLC and business corporation forms. If the corporation needs a different name here, the board approves a resolution and the secretary certifies it (item 12). The instructions let the board's presiding officer or any officer execute the document, adding a printed name and title.
Annual obligations
After approval, a nonprofit corporation is subject to the annual report rules for corporations.
Speed
The Division's listed range for regular handling is 5 to 10 business days. The same-day option is $200 extra for a document that reaches Raleigh by 12:00 noon Eastern, and the 24-hour option is $100 extra. Because the filing fee is lower, the rush can be the larger part of the bill, so decide whether the date really needs it.
Completing Form N-09
Confirm the entity type
Nonprofit corporations use N-09, not B-09.
Answer the members question
Check the box that matches the governing documents.
Order the certificate
Authenticated by the home-state official.
Complete items 1 to 9
Names, offices, agent and officers.
Sign and file
$125 plus any rush option.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Form N-09 questions
Does a nonprofit need N-09 if it only fundraises here?
That is a question about whether it conducts affairs in North Carolina. Ask a lawyer licensed here before deciding either way.
Is N-09 cheaper than B-09?
Yes. N-09 is $125 against $250 for B-09.
What if the nonprofit is a professional association?
Contact us first. Professional entities may have licensing steps that go beyond the form.
What is the state total for a same-day nonprofit filing?
$325: the $125 fee plus $200 for same-day handling.
What is the state total with 24-hour filing?
$225: the $125 fee plus $100 for filing within 24 hours.
Who may sign Form N-09?
Any officer, including the board's presiding officer. A printed name and title go under the signature.
Can the effective date be later?
Yes, up to 90 days after filing.
How much is a later agent change?
$5 on Form BE-06.
Does N-09 ask for a duration?
It does. Item 3 combines the incorporation date and the duration in one entry.
Fixed fee, state fees at cost
- The state form for your entity type, completed from your answers
- An original certificate of existence from your home state, requested for you
- Filed electronically with the Business Registration Division in Raleigh
- A North Carolina registered agent: ours, or the one you pick
- Your issued certificate and the date of your first April 15 report
- Renewal: after the first year, the agent service renews at $149 a year
State filing fees and any rush option are charged at cost and listed apart from our fee. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
State sources
- North Carolina Secretary of State, LLC fee schedule
- Form L-09, Application for Certificate of Authority (LLC)
- North Carolina Secretary of State, Business Registration fees (nonprofit, LLP, expedite, payment fees)
- North Carolina Secretary of State, Business Registration forms
- North Carolina Secretary of State, Business Registration Division (turn-around times)
- North Carolina Secretary of State, Business Registration forms list (nonprofit, LP and LLP forms)
- North Carolina Secretary of State, annual report due dates
- Form N-09, Application for Certificate of Authority (nonprofit corporation)
- North Carolina Secretary of State, business corporation fee schedule
Need to be registered in North Carolina soon?
Order online, choose a rush option if you need one, and we prepare and file the application.