How to start a nonprofit in Virginia

Short answer: To start a nonprofit in Virginia, you incorporate by filing Articles of Incorporation of a Virginia Nonstock Corporation — Form SCC819 with the Virginia State Corporation Commission ($75 as of 2026), get a free EIN from the IRS, adopt bylaws, and seat a board. Then comes the part people miss: a nonprofit is not automatically tax-exempt, so you file IRS Form 1023 (or 1023-EZ) to become a 501(c)(3). On the Virginia side, you register with the Department of Agriculture and Consumer Services (VDACS) using Form 102 before you fundraise, and you apply through Virginia Tax’s Nonprofit Online system for the retail sales-and-use tax exemption. Get that last step right and Virginia gives qualifying 501(c)(3) purchases a real break — unlike some states, Virginia does exempt nonprofit buying once you hold the certificate.

The federal core — EIN, bylaws, board, and the 501(c)(3) application — is the same in every state. For the full national walkthrough, read how to start a nonprofit; this page focuses on the Virginia layer stacked on top of it, where the state-specific forms, fees, and agencies actually live.

The formation steps that are the same anywhere

Forming a nonprofit in Virginia follows the standard checklist, and most of it is federal rather than state-specific:

1. Incorporate as a Virginia nonstock corporation (the Virginia-specific part — covered in detail below).
2. Get an EIN — a free federal tax ID from the IRS, applied for directly at irs.gov. Never pay a third party for one; the EIN is always free.
3. Adopt bylaws — the organization’s internal rulebook for decisions, leadership, and money. Start from a proven document rather than a blank page; see nonprofit bylaws for what to include.
4. Seat a board of directors who govern the organization, set policy, and hold it accountable.
5. Apply for 501(c)(3) with Form 1023 — this is the step that turns a nonprofit corporation into a tax-exempt charity. Unlike a church, an ordinary nonprofit is not automatically exempt; you must file IRS Form 1023 (or the streamlined Form 1023-EZ if you qualify) and receive a determination letter (IRS, applying for 501(c)(3) status). The full path is in how to start a 501(c)(3).
6. Open a bank account in the nonprofit’s legal name using the EIN and formation documents.
7. Set up the books on fund accounting from day one, before the first grant or donation arrives.

Each of these is walked step by step in the national formation guide linked above. The rest of this page is the Virginia layer on top.

Incorporating a nonprofit in Virginia

Virginia creates the nonprofit as a legal entity when you file Articles of Incorporation of a Virginia Nonstock Corporation — Form SCC819 with the Virginia State Corporation Commission (SCC). A nonstock corporation is the structure Virginia uses for not-for-profit organizations: it can have members but no owners or shareholders. The total fee is $75 as of 2026, which breaks into a $50 charter fee under Code of Virginia § 13.1-815.1 plus a $25 filing fee under § 13.1-816; confirm the current amount with the Virginia State Corporation Commission, since fees change. You can file online through the SCC’s Clerk’s Information System or by mail to the Clerk’s Office in Richmond.

Form SCC819 asks for the nonprofit’s name, its registered agent and registered office in Virginia, and the structure of its board. The SCC’s pre-printed template covers the corporate basics, but the IRS needs two clauses that the bare-minimum state form does not force you to include, so add them rather than leaving them out:

• A 501(c)(3) purpose clause stating the organization is formed exclusively for charitable, religious, educational, or other exempt purposes.
• A dissolution clause stating that if the nonprofit closes, its assets pass to another 501(c)(3) organization, not to any individual.

Getting that language into the articles at formation saves an amendment later. The full breakdown of what these documents need is in articles of incorporation. Virginia law sets a low bar on board size — a nonstock corporation’s board “shall consist of one or more individuals” under Code of Virginia § 13.1-855 — but three unrelated directors is the practical standard, and the IRS treats a one-person board as a red flag on the 1023.

Registering to fundraise in Virginia

Here is the step that trips up nonprofits coming from a church background, where it usually does not apply: Virginia requires most charities to register with the Department of Agriculture and Consumer Services (VDACS), through its Office of Charitable and Regulatory Programs (OCRP), before soliciting any contributions. A church taking offerings can often skip this; a general nonprofit asking the public for money cannot.

Registration runs through Form 102, the Registration Statement for a Charitable Organization. The initial registration fee is $100 as of 2026, and the statement must be filed before any solicitation in Virginia unless the organization is specifically exempt under the Virginia Solicitation of Contributions Law (VDACS, charitable solicitation registration). VDACS now takes these filings through its online platform, and once your registration is complete the organization is cleared to solicit in the Commonwealth.

Registration is not one-and-done. Charities renew annually, and the renewal fee is not flat — it scales with the prior year’s gross contributions: $30 if they do not exceed $25,000, rising in steps to $325 once they exceed $1 million, under Code of Virginia § 57-49. The annual filing is due within four months and fifteen days after the close of your fiscal year. Confirm the current fee tiers and deadline with VDACS before filing, since the schedule can be revised.

Claiming the Virginia sales tax exemption

A federal 501(c)(3) determination letter exempts your nonprofit from federal income tax, but it does not by itself free your purchases from Virginia sales tax. That break is a separate application to Virginia Tax — and the good news is that Virginia actually grants it, where some states do not.

Qualifying nonprofits apply through Nonprofit Online, Virginia Tax’s secure portal, which produces a retail sales-and-use tax certificate of exemption; organizations that cannot apply online download Form NP-1 instead (Virginia Tax, nonprofit organizations). Once the certificate is issued, a 501(c)(3) can buy qualifying tangible goods — equipment, supplies, and the like — without paying Virginia sales tax. Virginia attaches conditions worth planning around: the organization’s annual administrative and fundraising costs generally must not exceed 40% of gross revenue, and Virginia Tax wants proof that the nonprofit is in compliance with the charitable-solicitation law above. In practice that means the VDACS registration and the Virginia Tax exemption move together, not as two unrelated errands.

So budget the Virginia exemption as a genuine benefit rather than a long shot — but apply for it deliberately, attach the IRS determination letter, and keep the certificate on file, because vendors will ask to see it before they drop the tax.

Virginia filing at a glance

The table below maps each step to its agency, form, and cost. Treat the fees as accurate as of 2026 and confirm with the listed agency, since Virginia fees change.

What you’re doing	Agency	Form	Fee (as of 2026)
Incorporate the nonprofit	Virginia State Corporation Commission	Articles — Form SCC819	$75 ($50 charter + $25 filing)
Get a federal tax ID	IRS	EIN application (online)	Free
Apply for 501(c)(3) status	IRS	Form 1023 or 1023-EZ	$600 / $275 user fee
Register to fundraise	VDACS (OCRP)	Form 102 (initial), annual renewal	$100 initial
Claim sales tax exemption	Virginia Tax	Nonprofit Online (Form NP-1)	No fee

Setting up the books once the nonprofit exists in Virginia

Once the entity is formed and the exemptions are filed, the work shifts from one-time paperwork to the monthly routine — and that routine is where nonprofits either hold together or quietly fall apart. A nonprofit holds money in trust for the people and purposes it serves, much of it restricted by donors or grant terms, so it tracks money by fund rather than as a single bottom line. Set the books on fund accounting before the first grant lands, keep the giving records donors need, and document that the board reviews the finances; the discipline is covered in nonprofit accounting. The Virginia angle to keep on your calendar is the VDACS renewal — that annual filing is what keeps your charitable registration current, and letting it lapse can stall your fundraising and complicate the Virginia Tax exemption that rides on it.

FAQ

How much does it cost to start a nonprofit in Virginia? The required state cost is modest. Filing Articles of Incorporation (Form SCC819) with the State Corporation Commission costs $75 as of 2026, and the VDACS initial charitable registration (Form 102) is $100 — so the Virginia paperwork runs about $175 plus your time. The Virginia Tax sales-and-use exemption application has no fee. The bigger line item is federal: the IRS charges a $275 user fee for Form 1023-EZ or $600 for the full Form 1023, which is what actually makes you a 501(c)(3). Realistically, a small Virginia nonprofit can be stood up properly for a few hundred dollars once you include the federal exemption application.

Do you have to register a nonprofit with the state of Virginia before fundraising? Yes, in most cases. Virginia requires charities that solicit contributions to register with VDACS using Form 102 before any solicitation, unless they fall under a specific exemption in the Virginia Solicitation of Contributions Law (VDACS, charitable solicitation registration). Registration is separate from incorporating with the State Corporation Commission and separate from your IRS 501(c)(3) application — it is the fundraising registration, and skipping it can put your organization out of compliance before you have raised a dollar.

How long does it take to start a nonprofit in Virginia? Virginia incorporation itself is relatively quick — filing Form SCC819 online through the SCC’s Clerk’s Information System is often processed within a few business days, faster than paper. The slow part is federal: the IRS can take anywhere from about a month (Form 1023-EZ) to many months (full Form 1023) to issue the 501(c)(3) determination letter, and you generally want that letter in hand before applying for the Virginia Tax sales-and-use exemption. Plan for the state entity to exist within a week or two but the full tax-exempt status to take several months end to end.

Can one person start a nonprofit in Virginia? Legally, Virginia allows a nonstock corporation’s board to “consist of one or more individuals” under Code of Virginia § 13.1-855. In practice, a one-person board is a poor idea: the IRS scrutinizes single-director nonprofits on the Form 1023, and a board of at least three mostly-unrelated directors signals real governance and smooths the 501(c)(3) application. So one person can begin the process, but you will want to recruit a board before applying for tax-exempt status.

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Vestrybooks sets up a new Virginia nonprofit’s books on fund accounting from day one — funds, reconciliation, and the board reports — so the financial side is right before the first grant arrives. See how it works.

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