Form DNP-1, Articles of Incorporation of Domestic Nonprofit Corporation, is the District of Columbia form that sets out the information needed to establish a nonprofit corporation in the District. It is issued by the Corporations Division of the Department of Licensing and Consumer Protection (DLCP). One or more incorporators adopt the articles, and each incorporator signs and dates them. On this page you can fill out the form online on FillingPDF and download or print the completed PDF; the original form and its instruction sheet are published by DLCP.
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What is DNP-1?
Form DNP-1, Articles of Incorporation of Domestic Nonprofit Corporation, is the District of Columbia Corporations Division form that sets out the required information for establishing a nonprofit corporation in the District under Title 29, Chapter 4 of the D.C. Code.
The Department of Licensing and Consumer Protection (DLCP) publishes the form in two parts. The first is an instruction sheet, which says that completing the filing establishes your nonprofit corporation in the District of Columbia. It cites § 29–402.02 and § 29-102.01 as the authority for the Domestic Nonprofit Corporation entity type. The second is the Articles of Incorporation on page 2. The instruction sheet lets you either draft your own articles or use that page.
Whichever route you take, the articles must cover seven items: the corporation name; whether the corporation will have members; the registered agent's name and address in the District of Columbia; a statement that the corporation is incorporated as a nonprofit corporation under Title 29, Chapter 4; the names and addresses of the persons who control it; miscellaneous provisions; and the incorporator's name and address with signature and date.
The page 2 form opens by saying that one or more persons, acting as incorporators under Title 29 of the D.C. Code (Business Organizations Act), adopt the articles.
Who needs to file DNP-1?
Anyone forming a domestic nonprofit corporation in the District of Columbia uses this form, or drafts articles that follow its instruction sheet. The entity type printed on the sheet is Domestic Nonprofit Corporation, so it is not the form for other entity types.
- Incorporators. One or more persons act as incorporators. Each incorporator must sign and date the articles and give a name and address.
- Persons named on line 5. The articles must name each director, member and officer whose aggregate share of direct or indirect, legal or beneficial ownership of a governance or total distributional interest exceeds 10 percent. They must also name a person at 10 percent or less who controls the financial or operational decisions of the entity or can direct its day-to-day operations. Residence and business addresses are required for each.
- Registered agent. The articles must name a registered agent with a name and address in the District of Columbia.
The form does not describe signing through a representative, so the incorporators sign for themselves.
When to file DNP-1
File Form DNP-1 when you are ready to establish the nonprofit corporation, because the filing is what establishes it in the District of Columbia. The instruction sheet prints no due date, renewal period or processing time for the form.
Have the seven required items settled before you start. You need the corporation name, the decision on members, a District registered agent, the names and addresses of the persons with control, and every incorporator available to sign and date. Filing fees are set out in the Corporate Fee Schedule that DLCP posts online, so check it before you send payment. For questions about timing, call the Corporations Division at (202) 442-4432.
Documents you need
- A separate statement of miscellaneous provisions, only if the provisions do not fit on line 6; the form says the statement may be attached.
- Payment of the filing fee set in the Corporate Fee Schedule posted online by DLCP; mailed filings go with the required payment, and online filings are paid by credit card.
How to fill out DNP-1
Choose instruction sheet or form page
Decide whether to draft your own articles from the instruction sheet or use the Articles of Incorporation on page 2. Either way, cover all seven required items.
Enter the corporation name
On line 1, Corporation Name, enter the name of the nonprofit corporation.
State whether you will have members
On line 2, mark Yes or No for whether the corporation will have members.
Name the registered agent
On line 3, enter the Registered Agent's name and address in the District of Columbia.
Review the incorporation statement
Line 4 states that the corporation is incorporated as a nonprofit corporation under D.C. Code Title 29 Chapter 4. Confirm it before you sign.
List persons with control
On line 5, enter the names and addresses of each member, director and officer with control. Include persons above 10 percent, and persons at 10 percent or less who control financial or operational decisions or direct day-to-day operations; the instruction sheet asks for residence and business addresses.
Add miscellaneous provisions
On line 6, add any optional provisions, such as designated bodies, purposes, management rules, distribution of assets on dissolution, director indemnification or tax-exemption provisions. You may attach a statement.
Enter incorporator details
On line 7, enter the name and address of each incorporator. Each incorporator then signs and dates on line 7A.
Review and download the completed PDF
Check that all seven items are complete and every incorporator has signed and dated. Download or print the completed PDF from FillingPDF, then submit it as described under How to submit.
How to submit DNP-1
You can submit Form DNP-1 by mail or, as DLCP notes, through its online CorpOnline site, since many corporate filings are available online.
- By mail. Send the form and the required payment to: Department of Licensing and Consumer Protection, Corporations Division, PO Box 712300, Philadelphia, PA 19171-2300.
- Online. Go to https://corponline.dlcp.dc.gov and sign in with Access DC to proceed. Online filings are paid by credit card.
A filing fee applies. The instruction sheet refers you to the Corporate Fee Schedule posted online by DLCP for the amount; this page does not list it. For other questions, call the Corporations Division at (202) 442-4432.
FillingPDF lets you fill out and download the PDF; submission follows the channels above.
Common mistakes to avoid
- Leaving out one of the seven required items, such as the registered agent or the statement that the corporation is incorporated under Title 29, Chapter 4.
- Skipping line 2 instead of stating whether the corporation will have members.
- Naming a registered agent with no address in the District of Columbia; the form asks for the agent's name and address in the District.
- Listing only names on line 5. The instruction sheet asks for residence and business addresses of each person with control.
- Omitting a person who holds 10 percent or less but controls financial or operational decisions or directs day-to-day operations.
- Sending the articles without every incorporator's signature and date on line 7A.
- Putting optional provisions, such as indemnification of directors or tax-exemption provisions, anywhere other than the miscellaneous provisions section.
- Mailing the form without the required payment, or to a street address instead of PO Box 712300, Philadelphia, PA 19171-2300.
Frequently asked questions
What is Form DNP-1?
Form DNP-1 is the Articles of Incorporation of Domestic Nonprofit Corporation, issued by the DLCP Corporations Division. Its instruction sheet says it establishes your nonprofit corporation in the District of Columbia under Title 29, Chapter 4 of the D.C. Code.
Is Form DNP-1 a DC business license?
No. Form DNP-1 is articles of incorporation: the DLCP instruction sheet says it establishes your nonprofit corporation in the District. It does not mention a license. For DLCP's other requirements, call the Corporations Division at (202) 442-4432.
What must the articles of incorporation include?
Seven items: corporation name; whether it will have members; the registered agent's name and District of Columbia address; the Title 29, Chapter 4 incorporation statement; names and addresses of persons with control; miscellaneous provisions; and the incorporator's name, address, signature and date.
Who has to sign Form DNP-1?
Each incorporator must sign and date the articles on line 7A. The form warns that anyone who makes a false statement can be punished by criminal penalties under DCOC § 22-2405, including a fine and imprisonment.
Can I file Form DNP-1 online?
DLCP says many corporate filings are available online through CorpOnline at https://corponline.dlcp.dc.gov, where you sign in with Access DC. Online filings are paid by credit card. Call (202) 442-4432 to confirm the options for your filing.
Where do I mail Form DNP-1?
Mail the form and required payment to the Department of Licensing and Consumer Protection, Corporations Division, PO Box 712300, Philadelphia, PA 19171-2300. Questions can go to the Corporations Division at (202) 442-4432.
Is there a fee to file the articles of incorporation?
Yes. The instruction sheet refers you to the Corporate Fee Schedule posted online by DLCP for the amount. Mailed filings go with the required payment, and online filings are paid by credit card.
Can I add extra provisions to the articles?
Yes. Optional provisions go in the miscellaneous provisions section (line 6), and you may attach a statement. Examples on the instruction sheet include purposes, management rules, director indemnification and provisions needed for tax exemption.
Can I fill out Form DNP-1 online on FillingPDF?
Yes. You can fill out the PDF online on FillingPDF and download or print it. FillingPDF is an independent service and does not file the articles with DLCP; you submit them by mail or through CorpOnline.
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