RSA 7:19, et seq., of the New Hampshire Revised Statutes Annotated require all New Hampshire charities, and any out-of-state charities planning to solicit donations from New Hampshire citizens, to register with and report to the Attorney General.

What is a "charity"? Is my organization required to register?

Has your organization applied to the IRS as a 501(c)(3) organization, and/or have you received your Letter of Determination from the IRS confirming your 501(c)(3) status?
Are you formed for the following purposes: benevolent, philanthropic, patriotic, educational, humane, scientific, public health, environmental conservation, civic?
Is your organization formed for other charitable purpose or includes any person who in any manner employs a charitable appeal as the basis of any solicitation or an appeal that suggests that there is a charitable purpose to any solicitation?
Is the primary purpose/activity of your organization charitable in nature?

If the answer to any of these questions is Yes, you are required to register with the NH Attorney General (RSA 7:21).

How do I register with the Charitable Trusts Unit?

Complete an Application for Registration (NHCT-1), attaching all required documents (governing documents, list of members of the board of directors, financial information, IRS Letter of Determination), and file with the Attorney General together with a $25 filing fee.
An application can be obtained by calling the Unit at 603-271-3591 and asking that it be mailed, or the form may be printed from our Web site.

Who do I call if I have questions regarding the registration process?

An Investigative Paralegal processes all applications. You can reach the Investigative Paralegal by calling 603-271-3591 or by e-mail at charitabletrusts2@doj.nh.gov.

What else is required of my organization?

Once you are registered, you will receive a Certificate of Registration signed by our Assistant Director of Charitable Trusts, together with a cover letter stating when your first annual financial report is due to be filed as required by RSA 7:28. Forms are available from the Unit and from our Web site, and will be mailed to the organization every year as a reminder.

Additional Filings:

If your organization is a healthcare charitable trust it is required to file a community benefits report on an annual basis under the provisions of RSA 7:32-e.
If your organization receives annual gross income of $500,000 or more you may be subject to the filing of an additional financial report or audit under the provisions of RSA 7:28 III-a, b, and c.

I know I must contact other governmental agencies. What other agencies, and in what order, should I contact?

Secretary of State for the State of New Hampshire, 271-3244, to file your articles of incorporation.
Town Clerk of the town in which charity is located to file articles, or if charity is not incorporated, file your bylaws or other association document.
Internal Revenue Service, the 800 number in your telephone book, to file your Form 1023 for tax-exempt status.
Attorney General, Charitable Trusts Unit, to file your application for registration. Note: You can file your application with the CTU at the same time or prior to filing with the IRS. Doing so can allow you to fundraiser for your charitable purpose quicker.

Have you published any handouts that would help me in getting my organization started?

Yes, we have many publications on our Web site.

What is a pecuniary benefit transaction?

Pursuant to RSA 7:19-a, I, a "Pecuniary benefit transaction'" means a transaction with a charitable trust in which a director, officer, or trustee of the charitable trust has a financial interest, direct or indirect.

What financial transactions between a director, officer, or trustee and the charitable trust are NOT considered "Pecuniary benefit transactions"?

RSA 7:19-a, I states that the following shall not be considered pecuniary benefit transactions:

(1) Reasonable compensation for services of an executive director, and expenses incurred in connection with official duties of a director, officer, or trustee;

(2) A benefit provided to a director, officer, or trustee or member of the immediate family thereof if:

(A) The benefits are provided or paid as part of programs, benefits, or payments to members of the general public; and

(B) The charitable trust has adopted written eligibility criteria for such benefit in accordance with its bylaws or applicable laws; and

(3) A continuing transaction entered into by a charitable trust, merely because a person with a financial interest therein subsequently becomes a director, officer, or trustee of the charitable trust.

What disclosures are required regarding pecuniary benefit transactions?

RSA 7:19-a, II (c) & (d) details what information a charitable trust must disclose regarding a pecuniary benefit transaction.

(1) Subsection II (c) requires the charitable trust to maintain a list disclosing each and every pecuniary benefit transaction, including the names and amount of the benefit. The list must be made available for inspection by members of the governing board and contributors. The list must be reported to the director of charitable trusts as part of the annual report and must reference the specific amount of the benefit received by the director, officer, or trustee.

(2) Subsection II (d) requires that if the transaction, or the aggregate of transactions with the same director, officer, or trustee within one fiscal year, is in the amount of $5,000 or more, the charitable trust must publish notice thereof in a newspaper of general circulation in the community in which the charitable trust's principal New Hampshire office is located, (or if there is no such office, then in a newspaper of general circulation throughout the state). Such notice must be made before consummating the transaction.

(3) Subsection II (d) further requires that written notice be sent to the Director of Charitable Trusts before consummating the transaction.

(4) Subsection II (d) requires that the notice state that it is given in compliance with this section. Further, the notice shall state the name of the charitable trust, the name of any director, officer, or trustee receiving pecuniary benefit from the transaction, the nature of the transaction, and the specific dollar amount of the transaction.

Are there other rules and limitations regarding pecuniary transactions?

Yes, RSA 7:19-a further defines what conditions must be present in order for a pecuniary transaction to be allowed, including notification to board members, board discussion and voting procedures, and documentation in the board meeting minutes. Board members of charitable trusts have a duty to be fully informed before pursuing financial transactions that may result in a pecuniary benefit.

A New Hampshire nonprofit organization that decides to wind up operations must take certain steps to dissolve and distribute any remaining assets. These steps occur after the board votes to cease operations but before any remaining assets are distributed. The winding up process involves the Charitable Trusts Unit and the Secretary of State’s Office. The process may also require notification to the Internal Revenue Service.

How do I dissolve a charity?

The basic steps are as follows:

1. Vote to dissolve is made by a quorum of the board members or, if required by the bylaws, a majority of the board members and/or the corporation's membership. The dissolving corporation must pay all outstanding debts and obligations.
2. File a Statement of Dissolution with the Secretary of State. This form is available from the Secretary of State's Office.
3. Contact the Charitable Trusts Unit and provide the following information regarding final distribution of assets:

a. The recipient organization's full legal name, address, telephone number, and tax ID number;
b. An itemized listing of assets to be distributed, by type and value;
c. The proposed date of distribution;
d. A listing of any restrictions on the use of the assets to be distributed;
e. A copy of the recipient's Articles of Incorporation or trust instrument;
f. A signed copy of the Statement of Dissolution filed with the Secretary of State; and
g. The final financial report showing the distribution of any remaining assets.*

4. If the organization was recognized as a 501(c)(3) entity, file a final Form 990 or 990EZ with the Internal Revenue Service.

*Assets must be distributed in accordance with the articles of incorporation and bylaws of the dissolving charitable organization and are subject to the terms of any trust under which the assets are held. The assets of a charitable nonprofit organization may not be distributed to individuals. A nonprofit organization holds its assets in trust for the specific purposes and activities stated in the organization's articles of incorporation. The transfer or disposition of any restricted assets held by the charity may be subject to court action. Any transfer of remaining assets inconsistent with the organization's stated purpose or with donor restrictions may be subject to legal action by the Attorney General.

New Hampshire Department of Justice | 33 Capitol Street | Concord, NH | 03301
Telephone: 603-271-3658