Massachusetts law about nonprofit corporations & charitable organizations

Laws, regulations, cases, and web sources about nonprofit corporations, and other nonprofit and/or charitable organizations.

If you are unable to find the information you are looking for, or if you have a specific question, please contact our law librarians for assistance.

Table of Contents

Best bet

Massachusetts nonprofit organizations, 7th ed., MCLE, 2023.
"An overview of federal and state compliance issues ranging from formation, registration and organizational considerations to operational, tax, and financial reporting strategies."

"By definition, a nonprofit organization is formed for civic, charitable, or other public purposes and not for personal pecuniary gain. . . Some nonprofit organizations are operated primarily for the public benefit. . . Others advance the mutual interests of their members . . . A nonprofit organization is not necessarily exempt from federal or state taxes."

– Massachusetts nonprofit organizations, Chapter 1, "Choice of Entity and Incorporation."

Massachusetts laws

MGL c.12, §§ 8-8N Department of Attorney General, Division of Public Charities regulatory powers and duties

MGL c.59, § 5, Clause 3 Property; exemptions

MGL c.68, §§ 18-35 Donations and conveyances for pious and charitable uses

MGL c.180 Corporations for charitable and certain other purposes

  • See also: c.180, § 6A By-laws; contents (amendment effective March 31, 2023)

MGL c.180A Uniform prudent management of institutional funds

MGL c.221, § 46 Practice of law by corporations; prohibition; exception

Massachusetts regulations

950 CMR 106.00 Non-profit corporations

Forms

Selected cases

Attorney General v. Weymouth Agricultural and Industrial Society, 400 Mass 475 (1987)
Defines what entities are considered "public charities" within the meaning of MGL c.12, § 8, thereby obliging them to file annually with the Division of Public Charities in the Department of the Attorney General.

Massachusetts Charitable Mechanic Association v. Beede, 320 Mass. 601 (1947)
If a charity proposes to transfer a large part of its assets to another charity not controlled by the transferor and the consideration to be received in return is less than fair value (a "'Beede' Transaction"), it is necessary for the charity to file a petition in the Supreme Judicial Court (Single Justice Session for Suffolk County) with the assent of the Attorney General.

Varney Enterprises, Inc. v. WMF, Inc., 402 Mass. 79 (1988) 
"In this case, we hold that, except for small claim matters, a corporation may not be represented in judicial proceedings by a corporate officer who is not an attorney licensed to practice law in the Commonwealth." The case interprets MGL c.221, § 46, Practice of law by corporations; prohibition; exception. See also City of Springfield v. Al-Tawheed, 79 Mass. App. Ct. 1112. Nonprofit corporations must also be represented by counsel.

Web sources

Attorney General’s Non-Profit Organizations/Public Charities Division.
Responsible for overseeing more than 23,000 public charities in Massachusetts. Maintains an accessible Public Charities Filing database. 

Compliance guide for 501(c)(3) public charities, IRS. (28 pages)
Outlines activities that may jeopardize a charity’s exempt status, information about recordkeeping and required public disclosures. 

Corporations Division, Secretary of the Commonwealth.
Has general Information, services offered by the Secretary, filing information, a link to searching the Corporate Database, and information about requesting certificates and certified copies.

"Forming a nonprofit corporation in Massachusetts," Digital Media Law Project. Outline of the steps you need to take in order to form a nonprofit corporation. 

"Introduction to the 501(c)(3) application process," Digital Media Law Project.

Researching Massachusetts corporations, State Library of Mass.
Provides a timeline of the statutory oversight of corporation filings, including charitable organizations, to help researchers find historical articles of organization and other filings. Download the file to click on hyperlinks.

"Tax-exempt status for your organization," IRS, Publication 557.
Covers application, approval and appeal procedures, and filing requirements and required disclosure.

Print sources

Every nonprofit's tax guide : how to keep your tax-exempt status & avoid IRS problems, by Stephen Fishman, Nolo, 2022. (eBook available here with library card).

Guidebook for boards of directors of Massachusetts nonprofits, MCLE, 2022.
"(A)n essential resource to assist nonprofit board members in fulfilling their roles. . . explain(s) how nonprofit board members are selected; who can (and should) serve; the functions of the board; the potential for board member liability; and the nature and enforcement of board members’ fiduciary duties. . . (explains) the basics of tax exemption; including state and local exemptions and disclosure requirements for tax-exempt entities."

How to form a nonprofit corporation, by Anthony Mancuso, Nolo, 2021. (eBook available here with library card).

Legal forms, 5th ed., (Mass. Practice v. 15) West Group, 2008 with supplement. Chapter 12 Non-Profit Corporations.

Nonprofit law: the life cycle of a charitable organization, 3rd ed., Wolters Kluwer, 2021.

Starting & building a nonprofit : a practical guide, by Peri H. Pakroo, Nolo, 2021. (eBook available here with library card).

Contact for Massachusetts law about nonprofit corporations & charitable organizations

Last updated: September 18, 2023

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