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Nonprofit Need to Know: File the Iowa Biennial Report

man typing on macbook

I’ve written a lot about IRS Form 990 on this blog, but all nonprofits organized in Iowa or authorized to business in the state also need to file a Biennial Report with the office of the Iowa Secretary of State. The report is required under Iowa Code §504.1613.

The report is pretty basic and is essentially entity information updates of which the Iowa Secretary of State’s office records. Report requirements vary by state, so I’ve laid out all the basics below!

When is my nonprofit’s Biennial Report due?

Biennial Reports should be submitted between January 1 and April 1 in odd-numbered years (like this one, 2019!). An organization’s first Biennial Report is due on the first odd-numbered year following the calendar year of formation. So, if your nonprofit was formed (meaning you submitted articles of incorporation) in October 2019, the first Biennial Report would be due by April 1, 2021.

Does someone have to sign it? Does it need to be notarized?

Yes; someone with authority in the organization should sign it (such as the president of the board of directors), however, original signatures are not required. Notarization is also not required.

person at conference table

What information is included in the biennial report?

The statute requires the following information be reported. (Note that a nonprofit is still a “corporate” entity, even though we don’t typically refer to nonprofit organizations like corporations.):

  • Name of the corporation
  • State or country under whose law the nonprofit incorporated
  • Address of the corporation’s registered office
  • Name of the corporation’s registered agent at that office in Iowa
  • Consent of any new registered agent, if applicable
  • Address of the corporation’s principal office
  • Names and addresses of the president, secretary, treasurer, and one member of the board of directors
  • Whether or not the corporation has members

The information on the Biennial Report should be related to the two-year period immediately preceding the calendar year in which the report is filed.

Is there a form?

Yes, there is a form you can file online or by mail. You will need both the corporation number and a temporary code to begin the filing process. Each corporation’s registered agent will receive a Biennial Report notice in early January.

Does it cost money?

Unlike the costs for LLCs or for-profit corporations, for nonprofit corporations, the filing fee is $0.

Other Considerations

While you’re thinking about reporting, once you have the Biennial Report submitted turn your attention to Form 990. Do you know which version you can submit? Do you need to adopt any beneficial policies and procedures to boost your filing (and amplify good governance and successful operations in your organization)?

Nonprofit Policy Special: 10 for Form 990

Don’t hesitate to contact me with questions about any forms and reporting. It can seem like a pain at first, but the more prepared you are and the more knowledge you have, the faster you can get back to work, forwarding your mission.

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Make a Nonprofit Merger Happen

handshake

At times nonprofits that share highly similar missions, goals, and the like can be consolidated to maximize impact. So, in Iowa, what’s the process of a legal merger between two nonprofits?

Definition of Terms: What’s a Merger

Like many legal terms, the word “merger” is capable of multiple definitions. A merger can mean an asset acquisition; partnership; parent-subsidiary relationship; umbrella organization; and, of course, an outright merger.

Asset Acquisition: Assets of an organization are transferred to another entity, but the organization itself is not acquired.

Partnership: A relationship in which two or more organizations pool money, skills, and/or other resources and share risk and reward, in accordance with mutually agreed-upon terms.

Parent-Subsidiary: A relationship in which two separate corporations are maintained after a merger, with one (the “parent”) being a member corporation with its only member being the other corporation (the “subsidiary”).

Umbrella: An overarching organization that holds several smaller organizations under it, each participating in the same branding and organizational structure as the umbrella, for the purpose of gaining efficiencies, improving and expanding available administrative services, and coordinating programs to better and/or more widely serve the community.

Outright merger: The process of combining two or more organizations into one organization.

25 Days of Giving: Nonprofit Policies Your Organization Needs to Consider

Iowa Revised Nonprofit Corporation Act 

The Iowa statute which governs nonprofits is known as the Iowa Revised Nonprofit Corporation Act (“RINCA”) and can be found at Iowa Chapter 504. RINCA has a specific subchapter on mergers, Subchapter XI. Here’s a list of the major sections:

RINCA, Iowa Code Chapter 504, Subchapter XI: Merger

504.1101         Approval of plan of merger

504.1102         Limitations on mergers by public benefit or religious corporations.

504.1103         Action on plan by board, members, and third persons

504.1104         Articles of merger

504.1105         Effect of merger

504.1106         Merger with foreign corporation

504.1107         Bequests, devises, and gifts 

RINCA Definition of Terms

RINCA continually refers to nonprofit as “corporations.” To prevent confusion, and for simplicity’s sake, I change this and refer to “nonprofits.”

Also, RINCA discusses three kinds of nonprofits: religious, mutual benefit, and public benefit.

  • “Religious nonprofits,” just as you would expect, refer to nonprofits with a sole or primary purpose that is religious in nature.
  • “Mutual benefit nonprofits” work for the betterment of a select group of members, rather than for the benefit of the public. The most obvious type of mutual benefit nonprofit is a membership organization, such as a union, business chamber of commerce, or homeowner’s association.
  • Most nonprofits fall into the third category — “public benefit” nonprofits. This would include nonprofits like the Girl Scouts, Red Cross, and Iowa Public Radio.

Also, RINCA repeatedly refers to “foreign” nonprofits. Foreign nonprofits are simply nonprofits organized under other state laws; states other than Iowa.

What’s the Difference Between Public Charity & Private Foundation

Articles of Incorporation and Bylaws

RINCA continually refers to nonprofit articles of incorporation and bylaws. Usually, in a phrase like, “Unless the articles of incorporation or bylaws provide otherwise . . . . ” RINCA very often defers to the nonprofit’s own governing documents. In that way, RINCA acts as a “gap filler,” providing rules where nonprofits’ governing documents are silent or ambiguous.

Nonprofit Document Drafting: 2 Common Problems to Avoid

Step One to Merger: Plan of Merger

RINCA begins quite sensibly by stating that nonprofits may merge. Nonprofits may merge, IF a proper plan of merger is properly approved.

What’s a plan of merger? A plan of merger must contain all of the following:

(1)       The name of the nonprofits;

(2)       The terms and conditions of the planned merger; and

(3)       The manner and basis, if any, of converting the memberships of each nonprofit into memberships of the surviving nonprofit.

A plan of merger may include any of the following:

(1)       Any amendments to the articles of incorporation or bylaws of the surviving corporation to be affected by the planned merger.

(2)       Other provisions relating to the planned merger.

Step Two: Approval of Plan of Merger

Who Approves the Plan of the Merger

Precisely who has the right or obligation to approve the plan of merger? The Iowa Code starts to answer that question with the common phrase, “unless . . . . the articles or bylaws impose other requirements . . . ” and then goes on to say: . . . a plan of merger for a corporation must be approved by all of the following to be adopted:

(1)       The board

(2)       The members, if any, by two-thirds of the votes cast or a majority of the voting power, whichever is less.

(3)       In writing by any person or persons whose approval is required by a provision of the articles authorized by section 504.1031 for an amendment to the articles or bylaws.

OK, so of course the Board of Directors approve the plan of merger, makes perfect sense. What about (2) & (3) above?

Members’ Approval

Who are the “members”?  That term, “members,” has a very specific meaning under RINCA.

RINCA defines “members” as: “Member” means a person who on more than one occasion, pursuant to the provisions of a corporation’s articles or bylaws, has a right to vote for the election of a director or directors of a corporation, irrespective of how a member is defined in the articles or bylaws of the corporation. A person is not a member because of any of the following:

(1)       The person’s rights as a delegate.

(2)       The person’s rights to designate a director.

(3)       The person’s rights as a director.

Note, again, very unusual for RINCA, that the definition of a “member” is given by RINCA, period, irrespective of how a member is defined in the articles or bylaws of the corporation. And, under RINCA, a member is someone who has a right to vote for directors.

laptop with case and teacup

Third Person’s Approval

As to who approves the plan of merger, RINCA goes further, however, to include:

. . . a plan of merger for a corporation must be approved by all of the following to be adopted:

. . . In writing by any person or persons whose approval is required by a provision of the articles authorized by section 504.1031 for an amendment to the articles or bylaws.

What is this Section 504.1031? That section reads as follows:

504.1031 Approval by third persons. The articles of a corporation may require that an amendment to the articles or bylaws be approved in writing by a specified person or persons other than the board. Such a provision in the articles may only be amended with the approval in writing of the person or persons specified in the provision.

So, nonprofits looking to merge must look to their own Articles to see if any third persons must also approve the plan of merger.

 How Does the Board and Members Approve the Plan of Merger

Best Board Ever: Your Nonprofit Needs this Free Guide

According to RINCA, there are three different ways that a plan of merger can be approved:

(1)       at a membership meeting;

(2)       by “written consent;” or

(3)       by written ballot.

Each of these has different requirements.

Requirements for Membership Meeting, at Which Plan of Merger is to be Approved

If the board seeks to have the plan approved by the members at a membership meeting, the following requirements must be met:

(1)       Notice to its members of the proposed membership meeting in accordance with Section 504.705.

(2)       The notice must also state that the purpose, or one of the purposes, of the meeting is to consider the plan of merger and contain or be accompanied by a copy or summary of the plan.

(3)       The copy or summary of the plan for members of the surviving nonprofit shall include any provision that, if contained in a proposed amendment to the articles of incorporation or bylaws, would entitle members to vote on the provision.

(4)       The copy or summary of the plan for members of the disappearing nonprofit shall include a copy or summary of the articles and bylaws which will be in effect immediately after the merger takes effect.

What is sufficient “notice” under Section 504.705?

Under RINCA, nonprofits must give notice, consistent with its bylaws, and in a fair and reasonable manner. Helpfully, RINCA provides a description of when a notice is fair and reasonable.

Notice is fair and reasonable if all of the following occur:

(a)        The corporation notifies its members of the place, date, and time of each annual, regular, and special meeting of members not more than sixty (60) days and not less than ten (10) days, or if notice is mailed by other than first-class or registered mail, not less than thirty (30) days, before the date of the meeting.

(b)       Again, the notice of a meeting includes a description of the plan of merger.

(c)        Again, the notice of a special meeting includes a description of the purpose for which the meeting is called, e.g., approval of the plan of merger.

Collective Responsibilities of Nonprofit Boards

Requirements for Merger is to be Approved by Written Consent

Under RINCA, nonprofits may take action by “written consent.” In other words, action by written consent refers to a person’s right to act by written consent instead of a meeting, e.g., a signed document.

Written consent can be limited or even prohibited by a nonprofit’s articles or bylaws of the corporation. Here’s a potential problem: the action must be approved by members holding at least eighty percent (80%) of the voting power. That is a high bar.

Requirements for Merger to be Approved

By Written Consent or Ballot

Whether approval by written consent or written ballot, both share some requirements. If a nonprofit seeks to have the plan of merger approved by the members by written consent or written ballot:

(1)       The material soliciting the approval shall contain or be accompanied by a copy or summary of the plan of merger.

(2)       The copy or summary of the plan for members of the surviving corporation shall include any provision that, if contained in a proposed amendment to the articles of incorporation or bylaws, would entitle members to vote on the provision.

(3)       The copy or summary of the plan for members of the disappearing corporation shall include a copy or summary of the articles and bylaws which will be in effect immediately after the merger takes effect.

writing on desk with coffee and phone

Email for Written Consents or Written Ballots

Can email be used for either written consents or written ballots? Yes! (The issue with email and written consents is the requirement of a signature; the issue of email and ballots is the “checkmark” or “X”).

Unless prohibited by the articles or bylaws, a written ballot may be delivered, and a vote may be cast on that ballot by electronic transmission. Electronic transmission of a written ballot shall contain or be accompanied by information indicating that a member, a member’s agent, or a member’s attorney authorized the electronic transmission of the ballot.

The last sentence simply means there must be an indication that the returned ballot was from the member to whom it was emailed (a block signature, etc.).

gmail on screen

 Step Three: Prepare Articles of Merger

Let’s assume a plan of merger has been approved pursuant to RINCA, specifically, Iowa Code Sections 504.1101 and 504.1103 (and the Iowa Code provisions set forth therein). Next step? Articles of merger.

The articles of merger must contain all of the following:

(1)        The names of the parties to the merger.

(2)        If the articles of incorporation of the survivor of a merger are amended, or if a new corporation is created as a result of the merger, the amendments to the articles of incorporation of the survivor or the articles of incorporation of the new nonprofit.

(3)        If the plan of merger required approval by the members of a nonprofit that was a party to the merger, a statement that the plan was duly approved by the members.

(4)        If the plan of merger did not require approval by the members of the nonprofit that was a party to the merger, a statement to that effect.

(5)        If approval of the plan by some person or persons other than the members of the board is required a statement that the approval was obtained. (This is the “approval by third persons” (Section 504.1031) discussed above).

Articles of merger must be signed on behalf of each party to the merger by an officer or other duly authorized representative. (But only to be signed after the plan of merger is approved).

Legal & Financial Responsibilities of Nonprofit Board Members

Step Four: File Articles of Merger with the Iowa Secretary of State

Articles of merger must be delivered to the Iowa Secretary of State for filing by the survivor of the merger. If there are other filings resulting from the merger, say, new and revised Articles of Incorporation, these may be filed as a “combined filing.”

Once the articles of merger are successfully filed, the merger is complete.

Step Five: Recognize the Legal Effect of Merger

Upon a successful merger, all the following occur:

(1)       Every other party to the merger merges into the surviving nonprofit and the separate existence of every nonprofit except the surviving corporation ceases.

(2)       The title to all real estate and other property owned by each party to the merger is vested in the surviving nonprofit without reversion or impairment subject to any and all conditions to which the property was subject prior to the merger.

(3)       The surviving nonprofit has all the liabilities and obligations of each party to the merger.

(4)       A proceeding (e.g., a lawsuit) pending against any party to the merger may be continued as if the merger did not occur or the surviving corporation may be substituted in the proceeding for the nonprofit whose existence ceased.

(5)       The articles of incorporation and bylaws of the surviving nonprofit are amended to the extent provided in the plan of merger.

“Bequests, Devises, and Gifts”

An interesting side note: RINCA’s subchapter on merger contains a provision about “bequests, devises, and gifts.” Bequests are property left to someone by a decedent through his or her will. A devise is the same, only given through a trust. The term “gifts” here means “charitable gifts.”

New Article Published: Why Every Nonprofit Needs a Gift Acceptance Policy

Any bequest, devise, gift, grant, or promise contained in a will or other instrument of donation, subscription, or conveyance, that is made to a constituent corporation and which takes effect or remains payable after the merger, inures to the surviving corporation unless the will or other instrument otherwise specifically provides.

That’s really pretty great, right? So, if someone should leave property (cash, stock, bonds, real estate, whatever) through a will or trust, or just about any other way, to a “non-surviving” nonprofit after a merger with a surviving nonprofit, the property will go directly, without question, to the surviving nonprofit (unless specific instructions are left to the contrary).

Is your Iowa nonprofit considering a merger? Please contact me via email (gordon@gordonfischerlawfirm.com) or on my cell phone (515-371-6077). I’d be happy to discuss the Iowa laws on merger with you anytime. I offer a free, one-hour consultation for all.

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Mark Your Calendar: #GivingTuesdayNow is Tomorrow

#GivingTuesdayNow

Over the past few weeks, it has been easy for the days to blur together⁠—with schedules important for stability but also keeping our socially distant lives accordingly mundane. But tomorrow, May 5, 2020 is an important day to note, promote, and celebrate! #GivingTuesdayNow was organized, in part, as an effort to encourage donations to nonprofit organizations helping to address the immense collateral damage inflicted by COVID-19. Now.GivingTuesday.Org offers other ways to support the effort while maintaining social distancing:

  • Support healthcare workers by donating supplies, advocating for them, and staying home
  • Help out small businesses by buying gift cards or writing an online review
  • Combat loneliness by reaching out to a neighbor, relative, seniors or veterans

A simple-but-important step every Iowa nonprofit can and should take is to promote #GivingTuesdayNow as a part of fundraising⁠—particularly with programs and services focused on serving populations affected by COVID-19.

Estate Planning & Charitable Giving during COVID-19: 2 New Iowa Lawyer Articles

Engage board members, staff, past donors, potential donors, and other stakeholders with fundraising efforts by posting #GivingTuesdayNow content and participating in the international digital conversation. Consider the many resources hosted on now.givingtuesday.org as a good starting point for content inspiration.

#GivingTuesdayNow is an important reminder that especially during this challenging time Iowans need high-functioning nonprofits now more than ever.

3 Ideas for How to Help Nonprofits During COVID-19

The mission of Gordon Fischer Law Firm is to promote and maximize charitable giving in Iowa. This is all year long—not just on #GivingTuesdayNow. GFLF is available to work with nonprofit organizations on every element of operations including but certainly not limited to:

  • Training of nonprofit boards and staff and educating on charitable giving tools and techniques
  • Employment law guidance for nonprofits including advice about hiring and firing, and drafting of policies and procedures
  • Handling compliance issues, like forming a 501(c)(3)and Form 990 reporting
  • Working with nonprofit and donors on complex gifts

Interesting in discussing your nonprofit’s operational needs? Contact me for a free consultation at 515-371-6077 or gordon@gordonfisherlawfirm.com.

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COVID-19: GFLF Legal Services Still Available & Accessible

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Picture of tablet offering self isolating guidance for COVID-19

Many of us are facing uncertainty and tough times as COVID-19 has forced much of daily life to look different for the time being. Many are working from home for the first time; students are engaged in distance learning; and some of us are taking care of loved ones and friends.

GFLF appreciates and respects the health and safety precautions we should all take to mitigate the spread of COVID-19. While I greatly enjoy meeting with all of my clients, for the immediate future all of my services can still be provided—in full and without any change in quality—through phone calls, emails, and video conferencing. I’m also still offering free consultations and would love to chat about your estate planning, charitable giving, or nonprofit needs.

While I’m certainly not a health care professional, I want to help our heroes on the frontlines of this virus by sharing important information. Over the past couple of weeks, I’ve seen some informative graphics and have included some of my favorites below. If you have important Iowa-specific information, especially related to charitable giving or nonprofit organizations, please don’t hesitate to share with me on Facebook, Twitter, Instagram, or email.

Stop the Spread of Germs image

Hand Washing Image

how do I prepare for coronavirus and lists steps

What community spread means

Coronavirus Disease 2019

Coronavirus Disease Handwashing

Stop the Spread of COVID-19

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First Day of the Season: Spring Ahead with Nonprofit Success

flowers in hand

My first attempt at a post to celebrate the spring equinox was a bad pun off of “springing power of attorney” (get it?!) that just didn’t work. Instead, I got to thinking about how all the great things about spring from green trees and baby bunnies, to finally putting away the snow shovel, evoke a sense of renewal. Spring is a time for cleaning out the old and opening up the windows to the new. So, allow me to plant a metaphorical seed of a few things nonprofit leaders should consider moving into the second quarter of the year so they can grow even stronger.

View this post on Instagram

Happy #SpringEquinox! #QuoteOfTheDay

A post shared by Gordon Fischer Law Firm, P.C. (@gordonfischerlawfirm) on

Nonprofit Lesson: Seasons Change

All nonprofit organizations – no matter how successful – suffer through times of “winter.” Times when things seem bleak, cold, dark, icy, treacherous, and you just can’t get warm enough. But, always, these times pass. Sometimes, the best strategy is to just hang in there, like the seasons – metaphorical and real – always change and this too shall pass.

5 Resolution Ideas for Nonprofit Pros

Nonprofit Lesson: Flower Power

The most beautiful flowers require lots of proper ingredients and care. Ask if you are tending to your nonprofit’s staff, board members, volunteers, donors, and other stakeholders, so they can help cultivate the beauty of your nonprofit’s mission?

With that in mind, nonprofits are typically understaffed and undercapitalized. Therefore it’s immensely important for nonprofit leaders to take time for self-care. Whether it’s a nature walk to listen to the birds trilling, taking your dog to the park, fishing, or spending time with your kiddos, it’s important to engage in your hobbies and peaceful activities to recharge, refresh, and start anew.

Be a Better Board: Training on 10 Basic Responsibilities of Nonprofit Boards

Nonprofit Lesson: Time for Spring Cleaning?

After a long Iowa winter, spring is always a welcome and refreshing thought. Yet, on top of all the wonderful aspects of emerging from frozen hibernation, this change of seasons reminds us that 2019 is moving quickly! The second quarter of the year is upon us. What are your nonprofit’s plans moving forward?

Let me suggest one “spring cleaning” project. Whether you’re on a nonprofit board, serving as staff, formed your own organization, or are an active donor or volunteer, the Nonprofit Policy Special: 10 For 990 is an important offer to consider and/or pass along to your colleagues, friends, and clients.

Form 990 Variations: Which Annual Return Should Your Nonprofit File?

Tax-exempt organizations need to have specific guidelines in place to be compliant and meet the IRS’ expectations. It’s never too late to invest in comprehensive internal and external policies and procedures to help your organization work toward and achieve its mission.

Most annual information filing forms (Form 990) are due May 15. Now, through May 1, Gordon Fischer Law Firm is offering a special offer for 10 important policies asked about on Form 990. This also includes a comprehensive consultation and one full review round. Questions? Thoughts of how this can help your nonprofit blossom? Don’t hesitate to contact me at gordon@gordonfischerlawfirm.com or 515-371-6077.

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Nonprofit Events & Opportunities in January and February 2020

agenda on table

Martin Luther King Jr. Day and Valentine’s Day aren’t the only days worth recognizing in January and February. I like to help spread the word about all the awesome events, awards, and grants available in Iowa. There are so many great opportunities for nonprofit pros, board members, volunteers, and donors, that range from seminars to galas. But, life is busy, and it can be hard to keep track of what you should register for or put on your calendar. That’s why I compiled a list for your convenience!

Learning Seminars, Trainings, & Workshops

  • 1/9/20; 1/23/20; 2/6/20; 2/20/20; 3/5/20 – Hosted by Volunteer Iowa: “The online Volunteer Management series will enhance best practices training and provide a consistent curriculum to be used within your organization. The webinar series is live, interactive, and the online classes are presented by leading experts across the state. Registration fee to attend all six sessions: $125.”
  • 1/15/20 – Head to Cedar Rapids for “Nonprofit Know-How: Grants at the Community Foundation in 2020.” A taco bar followed by a panel discussion to offer insights about the grantmaking process at the Greater Cedar Rapids Community Foundation. Panelists include a former grant committee member, a former grant writer, and Community Foundation Program Officers. The event will also include a review 2020 grant opportunities at the Community Foundation for local charitable nonprofits that provide services in Linn County.
  • 1/21/20- At the Des Moines Fundraising Institute’s “Capital Campaigns I” class, participants will develop a framework for building a successful campaign that includes planning, timelines, and resources. This session will explore feasibility studies, hiring outside counsel, and creating a case statement for the campaign.
  • 1/22/20- Nonprofit staff and volunteers who have social media and digital marketing duties or those who are interested in exploring social media may want to register for “How to Succeed in Social Media in 2020 and Beyond” at Junior Achievement in Des Moines.
  • 1/28/20- Nonprofit professionals (executive directors, program staff and others) that train adult learners may want to register for “Train the Trainer” session covering everything that goes into planning a successful training session. Attendees will receive all the slides, handouts and a Train the Trainers toolkit. Morning coffee, snacks and lunch will be provided.
  • 2/17/19- At the Des Moines Fundraising Institute’s “Capital Campaigns II” class, attendees will focus on the implementation of the plan including the private and public phases of the campaign, unrestricted and restricted giving (purpose and time), pledge payments, and complex gift vehicles including blended gifts.
  • 2/29/20 – “Equity by Design: Using Equity-Centered Community Design to Co-Create Community-Engaged Projects” workshop will be hosted at Grinnell College by Iowa Campus Connect. The workshop is open to faculty, staff, community members/organizations, and students interested in beginning to develop a framework for their own collaborative community projects.

Events

Grants/Scholarships

  • 1/24/20 – Iowa & Minnesota Campus Compact is seeking host sites for next year’s VISTA Community Corps program, which strives to eliminate poverty through community-campus partnerships by placing full-time capacity-building support in nonprofit organizations and higher education institutions. Deadline for applications is January 24.
  • 1/31/20- Applications are due at the end of January for the Bank of America Student Leaders Program, which connects community-minded high school juniors and seniors with paid summer internships with local nonprofits and a national leadership summit in Washington, D.C.
  • 1/31/20- Each year, dsmHack holds a 48-hour hackathon to help a local nonprofit organization solve their technology problems. This flagship event connects technology enthusiasts including developers, designers, and project managers and partners them with nonprofits selected through an application process. Nonprofit applications are open through January 31.
  • 2/28/20 – Prairie Meadows Community Betterment Grants fund small-to-medium-sized projects with grants ranging from $100 to $99,999. These grants support qualified organizations seeking to improve the lives of those in their communities. Submissions are due by February 28.

There are so many great events and opportunities for nonprofits and the people that advance them that there is no doubt I missed some in the list above. Don’t hesitate to email me at gordon@gordonfischerlawfirm.com to notify GFLF of any upcoming nonprofit-focused events and opportunities in the coming months.

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25 Days of Giving: Basics of the Endow Iowa Tax Credit Program

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red ornaments Endow Iowa Tax Credit

 Thank you for reading the 25 Days of Giving series! In the spirit of the holiday season, I’m covering different aspects of charitable giving…perfect to get you thinking about your end-of-year giving.

There are many, many reasons Iowa is a great place to live and work. One reason is the Endow Iowa Tax Credit Program—a smart way to stretch your charitable dollars. Iowa community foundations provide exclusive access to the Endow Iowa Tax Credit program. Giving through the Endow Iowa program allows Iowa taxpayers to receive a 25% Iowa tax credit, in addition to the federal charitable income tax deduction, for qualifying charitable gifts.

The Endow Iowa Tax Credit Program provides unique opportunities to meet philanthropic goals while receiving maximum tax benefits. Highlights of this program include:

  • A variety of gifts qualify for Endow Iowa Tax Credits including cash, real estate, grain, appreciated securities, and outright gifts of retirement assets. In fact, appreciated assets, like stocks or real estate, can provide even better value because the donor may avoid capital gains taxes.
  • To be eligible, Endowed Tax Iowa Credit gifts must be placed in a permanent endowment fund of a qualifying organization. The endowment funds are intended to exist in perpetuity (continual), and the spend rate from the fund may not exceed 5% annually.
  • Tax credits of 25% of the gifted amount are limited to $300,000 in tax credits per individual for a gift of $1.2 million, or $600,000 in tax credits per couple for a gift of $2.4 million, assuming both are Iowa taxpayers.
  • Eligible gifts will qualify for credits on a first-come/first-serve basis until the yearly appropriated limit is reached. If the current available Endow Iowa Tax Credits have been awarded, qualified donors will be eligible for the next year’s Endow Iowa Tax Credits. Donors should be encouraged to act as early in the year as possible to ensure receipt of credits as soon as possible.
  • All qualified donors can carry forward the tax credit for up to five years after the year the donation was made.

It should also be noted that the Endow Iowa Tax Credits are capped. The Iowa Legislature sets aside a pool of money for Endow Iowa, and it’s available on a first-come, first-serve basis. Submitting an application at the beginning of the tax year is advised, as tax credits often run out toward year’s end. In fact, this year approximately $6 million in tax credits were awarded and there are no more available credits to be granted. However, you can submit your application to be placed on the waitlist for 2020 tax credits.

Give More & Pay Less in Taxes: 5 Pro Tips for Iowans

In exchange for 25% Iowa tax credit and the opportunity to have an even greater impact on their philanthropic interests in the state of Iowa, now and into the future, the Endow Iowa Tax Credit Program should be seriously considered by all. The impact is immense: in 2018, donors received tax credits for more than 3,434 separate donations to 76 different community foundations and affiliate organizations through Endow Iowa. And, since 2003, more than $263 million has been invested through the program to improve residents’ lives.

Any questions or thoughts on how the Endow Iowa Tax Credit Program could mean big benefits for your finances and your state? Don’t hesitate to contact me.

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GFLF Wants YOU to Go Vote in Iowa!

voting booth

We’re taking a momentary break from learning the ins and outs of estate planning, how to form a successful, compliant nonprofit, and how to practice tax-wise charitable giving for an important message brought to you by democracy…go vote! The 2019 General Election will be held November 5, 2019. This is the first time Iowa’s city and school elections are combined on the same day; in past years school elections were held in September. According to figures from the Iowa Secretary of State’s Office, there are a total of 2,780 different races across the state. Furthermore, 5,445 candidates are running for 4,920 different seats. Plus there are 149 public measures being voted on.

Voting seems simple, but there can rules surrounding the voting process that can make things confusing, or at least uncertain. To help out I’ve compiled a list of useful information. Share it with your friends, family, and colleagues and encourage them to cast their ballot!

Voter Ready

Do I have to register to vote?

Yes. Registering to vote is a legally required in Iowa. The requirements you have to meet to register are:

  1. Must be at least 17 years old, and be 18 years old by election day (or be 18 by the city/school election or general election vote in a primary election)
  2. Must be a U.S. Citizen
  3. Must be a resident of Iowa
  4. Cannot be a convicted felon (unless your voting rights have been restored)
  5. Cannot be judged mentally incompetent by a court of law
  6. Cannot claim the right to vote in any other place

What’s the pre-registration deadline to register to vote?

The pre-registration deadline to register to vote was October 25. (For future reference, you can pre-register to vote online, by mail, or at your county auditor’s office.

What if I didn’t pre-register?

If you miss the pre-registration October deadline don’t worry because you can register in person at your polling place on Election Day. To do this you go to your polling place and must provide proof of ID and current residence within the precinct. (The documentation can be either electronic or paper.)

Acceptable documents for proof of ID include:

  • Iowa non-driver ID card
  • Out-of-state driver’s license or non-driver ID card
  • U.S. passport
  • U.S. military ID
  • ID card issued by an employer
  • Student ID issued by Iowa high school or college
  • Tribal ID

Acceptable documents for proof of residence include:

  • Residential lease
  • Utility bill (including a cell phone bill)
  • Bank statement
  • Paycheck
  • Government check or other government document

What if I want to register on Election Day but don’t have the proper documentation? 

Even still, if you don’t have sufficient documentation on hand, you may still register if another registered voter, who lives in the same precinct, attests to your identity and residence via Election Day Registration documents. You and the attester will be required to sign an oath swearing the statements are true. (Note well that a false attestation for either party constitutes registration fraud and is considered a class “D” felony and is punishable by a fine of up to $7,500 and up to 5 years in prison.)

I’m unsure if I’m registered to vote in Iowa. How do I check?

Search your status here.

Speaking of polling place, where do I vote?

Find your polling place by entering your zip code here. (The polling place data on the Iowa Secretary of State page is for regularly scheduled Primary, General, School and City Elections. The data is provided by county auditors through the statewide voter registration database.)

 

Can I vote early or absentee?

register early to vote

Definitely! There are three ways to vote by absentee ballot if you are registered to vote in Iowa.

  1. Absentee ballot by mail
  2. Absentee ballot in person at county auditor’s office
  3. Absentee ballot at a satellite voting location

Iowans living overseas can register to vote and request an absentee ballot in one step.

I just moved to Iowa. Can I vote?

If you have moved to Iowa from another state or moved to a different county in Iowa, pre-register to vote in your new county 10 days before general elections. (It’s 11 days before all other elections.) If you miss the pre-registration deadline, Election Day registration is available.

I’m a college student in Iowa from another state? Can I vote in Iowa?

As a college student, you may choose to register to vote at your home address or at your college address. You can’t register to vote at both. To pre-register to vote, complete a voter registration form and return it to your county auditor’s office.

What about voters with disabilities?

If you or a family member need special assistance to vote, you have the right to have an accessible voting location, assistance to vote and accessible voting equipment. Here’s a helpful brochure on what you need to know.

Can an Iowan still vote if they have a guardian or conservator?

Yes, persons with a guardian or conservator can still vote, unless a judge has specifically said in a court ruling that they may not vote.

Do I need an ID to vote?

You will be asked to show one of the following at your polling place by precinct election officials:

  • Iowa Driver’s License (not expired more than 90 days)
  • Iowa Non-Operator ID (not expired more than 90 days)
  • U.S. Passport (not expired)
  • U.S. Military ID or Veteran ID (not expired)
  • Iowa Voter Identification Card (must be signed)
  • Tribal ID Card/Document (must be signed, with photo, not expired)

The Iowa Voter Identification Card is provided to all voters that don’t have either an Iowa’s driver’s licenses or non-operator ID.  The Card is provided automatically by the county auditor. (For replacement Cards, contact your County Auditor.)

If you’re without any of these forms of ID you can hope someone you know will be there to attest to your identity and residence. Otherwise, you can prove your identity using Election Day Registration documents.

 

Questions? Any information you think other readers should know? Feel free to contact me! 

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Iowa Nonprofit Sales Tax Exemptions & Remote Sellers

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hand filling out tax form

In June 2018, the U.S. Supreme Court handed down a decision in South Dakota v. Wayfair that changed the way remote sellers (like internet companies) do business in states where they don’t have a physical presence, like a brick and mortar store or a headquarters. Essentially it means these companies will start collecting sales tax in certain states with economic nexus laws already on the books to enforce collection against said remote retailers. Iowa is one such state.

What does this mean for you and your nonprofit? Most nonprofits may start seeing sales tax tacked on to certain receipts for digital accounts/services. (The rate of sales tax is based on your Iowa primary contact address.) But, some nonprofits are exempt from sales tax and therefore will need to remit an exemption certificate to the remote seller.

writing tax on a check

Taxes and Nonprofits

The interplay between taxes and nonprofits can be confusing. Even if a nonprofit is exempt from state and federal income taxes, it does not mean that entity is auto exempt from paying sales tax for goods and (taxable) services. Generally, sales taxes must be paid unless the nonprofit falls under the umbrella of some other applicable general sales tax exemption. (Local option sales taxes must also be paid on purchases made in existing areas.)

However, the Iowa Code does exempt certain nonprofits from paying sales tax on purchases. The Iowa Department of Revenue’s guide to “Iowa Tax Issues for Nonprofits” provides a (non-exclusive) list of entities that are specifically exempt from sales/use taxes under Iowa law. I’ve included the pretty lengthy list here for your convenience!

  • American Red Cross
  • Navy Relief Society
  • U.S.O. (United Service Organizations)
  • Community health centers (as defined in 42 U.S.C.A. subsection 254c)
  • Migrant health centers (as defined in 42 U.S.C.A. subsection 254b)
  • Residential care facilities and intermediate care facilities for the intellectually disabled and residential care facilities for the mentally ill (licensed by the Department of Inspections and Appeals under Iowa Code chapter 135C)
  • Residential facilities for intellectually disabled children (licensed by the Department of Human Services under Iowa Code chapter 237)
  • Residential facilities for child foster care [licensed by the Department of Human Services under Iowa Code chapter 237, except those maintained by “individuals” as defined in Iowa Code subsection 237.1(7)]
  • Rehabilitation facilities which provide accredited rehabilitation services to persons with disabilities and which are accredited by the Commission on Accreditation of Rehabilitation Facilities or the Accreditation Council for Services for intellectually disabled and other developmentally disabled persons and adult day care services approved for reimbursement by the Iowa Department of Human Services
  • Community mental health centers (accredited by the Department of Human Services under Iowa Code chapter 225C)
  • Home and community-based services providers certified to offer Medicaid waiver services by the Department of Human Services that are any of the following:
      • Health and disability waiver service providers, described in 441 IAC 77.30.
      • Hospice providers, described in 441 IAC 77.32.
      • Elderly waiver service providers, described in 441 IAC 77.33.
      • AIDS/HIV waiver service providers, described in 441 IAC 77.34.
      • Federally qualified health centers, described in 441 IAC 77.35.
      • Intellectual disabilities waiver service providers, described in 441 IAC 77.37.
      • Brain injury waiver service providers, described in 441 IAC 77.39.
  • Sales of tangible personal property and services made to nonprofit hospitals and nonprofit hospices (licensed under Iowa Code chapter 135B)
  • Statewide nonprofit organ procurement organizations
  • Nonprofit legal aid organizations
  • Nonprofit organizations organized solely for the purpose of lending property to the general public for nonprofit purposes
  • Nonprofit private museums*
  • Governmental units, subdivisions, or instrumentalities of the federal government or of the state of Iowa (This includes state, county, and local subdivisions of the government of the State of Iowa and those of any other state which provide a similar sales tax exemption to Iowa and its political subdivisions.) *
  • Recreational lake and water quality districts*
  • Federal corporations created by the federal government which are exempt under federal law *
  • Private nonprofit educational institutions located in Iowa *
  • Private nonprofit art centers located in Iowa
  • Habitat for Humanity in Iowa when purchasing building materials *
  • Toys for Tots when purchasing toys
  • Community action agencies as defined in Iowa Code section 216A.93
  • Substance abuse treatment or prevention facilities that receive block grant funding from the Iowa Department of Public Health

Sales Tax Exemption in Action

So, let’s say you’re an Iowa private nonprofit grade school that subscribes to an online newsletter service (which is based in California) so that administrators can design, write, and send a weekly email update to parents of students. Your organization would likely be exempt from the new sales tax charges imposed by the remote seller on your subscription rate.

What’s the Difference Between Public Charity & Private Foundation

Down to the Details

Exempt nonprofits must pay for their purchases from the entity’s account and should complete and submit an Iowa Sales Tax Exemption Certificate 31-014 to the remote seller.

Questions? Not sure if your nonprofit qualifies for this exemption? Don’t hesitate to contact me at any time to speak about your situation.

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Make Your Voice Heard: Voter Registration Day

register to vote early

Estate planning, nonprofit formation, and charitable giving are extremely important, but guess what else is something worth writing about? Voting! Casting a ballot may seem like a small action, but collectively our votes can make a big impact.

Tomorrow, September 24, is National Voter Registration Day. The unofficial national “holiday” was first recognized in 2012. It’s a non-partisan event and all about rallying people to register as voters and encourage Americans to make their voices heard. It’s a great day to set aside politics and ideological differences in the name of democracy through fostering civic unity.

Indeed, every year lots of people find out they are unable to cast a vote in an election because they missed the registration deadline, failed to update their registration, or weren’t sure how to register in the first place.

Voting laws and regulations vary from state to state, so I recommend checking in on this website (Vote 411) for your particular state regarding the details for where you live.

a non-partisan event and all about rallying people to register as voters and to make their voices heard. It's a great day to set aside politics and ideological differences in the name of democracy through fostering civic unity. 

General Voting Registration Information for Iowa

Here is some specific information regarding voter registration in Iowa:

  • You may register in person at the polls on Election Day, but you have to make certain to bring the correct voter ID. (But, if you register in advance it will expedite your Voting Day experience.)
  • You can opt to mail in the form, but if you go with this option, the form must be received by election officials at least 10 days before primary and general elections, and 11 days before all other elections. If you mail your registration application, it must be postmarked 15 days before the election or received by either 10 or 11 days before the election, depending on the type of election.
  • Good news: registration is permanent. After you register, you do not have to register again unless you move!

ID Needed for Voter Registration (in Advance of Election Day) in Iowa

To register to vote in Iowa, you must provide an Iowa driver’s license number or a social security number.  That said, there is a box to check on the voter registration form if you have neither of those numbers.

ID Needed for Voter Registration (on Election Day) in Iowa

If you choose to register for the first time on Election Day at the polls, or after a recent move to Iowa, you must prove both who you are and where you live. You can use any of these forms of ID as long as they are current, valid, and contain an expiration date:

  • Iowa drivers license
  • Iowa non-driver ID card
  • Out-of-state driver’s license or non-driver ID card
  • US passport
  • US military ID
  • ID card issued by employer
  • Student ID issued by Iowa high school or college
  • Tribal ID

If your photo ID does not contain your current address, you can use another document to prove where you live. The following options are deemed acceptable proof of residence as long as they contain your name, current address, and are current within 45 days:

  • Residential lease
  • Utility bill (including a cell phone bill)
  • Bank statement
  • Paycheck
  • Government check or other government documents

If you don’t have any of the documents at the polling place and are asked for ID, if you have another voter who knows you and is registered in the same precinct they can vouch for your ID and residence.

The final option when registering at a polling place and you don’t have the necessary ID or someone to vouch for you, you can cast a provisional ballot.

Think you may be Registered to Vote Already?

Not sure if you’re already registered to vote? This online tool from Vote 411 can be a useful starting point. If you live in Iowa, use the Iowa Secretary of State’s website to search the database.

When are Upcoming Elections in Iowa?

It’s not just the presidential election you should vote it! Voter registration enables you to vote in local and state elections that can have a much more direct effect on your specific community. It also enables you to participate in the always exciting Iowa Caucuses. Check out this page for upcoming elections in your state. (Select your state and election date and hit apply.)

Let me know if you have any questions and I’m happy to connect you with resources and information! My email is gordon@gordonfischerlawfirm.com and my phone number is 515-371-6077. 

 

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