Steps to Closing a Nonprofit
1. Hold a full Board of Directors meeting to vote on dissolution of the Corporation per the organization’s Articles of Incorporation and Bylaws
The Dissolution section of the Articles of Incorporation should be read into the minutes and included as an attachment. A Resolution of Intent to Dissolve should be approved and signed by all Board members.
The State of New Mexico Articles of Dissolution should be approved and signed.
The financials, showing either a zero asset balance or the balance that is reflected in the plan for distribution of assets, should be approved.
A plan for distribution of all assets must be in place.
2. Apply for Tax Clearance for Dissolution from the New Mexico Office of the Secretary of State
3. Upon receipt of Tax Clearance, file the Articles of Dissolution with the New Mexico Office of the Secretary of State with the received Tax Clearance
4. Submit the Business Tax Registration Update to the New Mexico Taxation and Revenue Department and indicate closed vs. active
5. File the final state tax return with the New Mexico Taxation and Revenue Department and include the Certificate of No Tax Due received from the New Mexico Office of the Secretary of State
6. File a copy of the dissolution packet with the New Mexico Office of the Attorney General
The packet should include a copy of final financial reports reflecting distribution of assets and a zero balance. It is important that assets do not go to private inurement. If your organization is registered with other state Attorneys General, you must send the information to their offices as well.
7. File final IRS Form 990 - include a schedule N
Include two copies of the documentation sent to the New Mexico Office of the Secretary of State; must be filed within 4 months and 15 days of organization’s termination.