Real membership rights — being heard, seeing the books, a fair process before anyone is shown the door — are getting rarer in the clubs and platforms we join. The answer is to found your own association, owned by nobody and answerable only to its members. In the United States that is straightforward, cheap, and done state by state: this page shows you how.
| Legal form | Nonprofit corporation (membership / mutual-benefit type) — or, more simply, an unincorporated nonprofit association (Nonprofit corporation (membership/mutual-benefit) or unincorporated nonprofit association (UNA)) |
|---|---|
| Governing law | State law, not federal: each state's Nonprofit Corporation Act (most are based on the ABA Model Nonprofit Corporation Act; e.g., Cal. Corp. Code §§ 7110–8910 for nonprofit mutual benefit corporations, N.Y. Not-for-Profit Corporation Law) governs nonprofit corporations; unincorporated associations are governed by the Uniform Unincorporated Nonprofit Association Act (UUNAA 1996) or the Revised Act (RUUNAA 2008, last amended 2011) in the roughly half of states that adopted a version, and by common law elsewhere. |
| Minimum founders | Nonprofit corporation: 1 incorporator can file in most states, but many states (e.g., New York) require at least 3 directors once formed, while others (e.g., California) allow fewer — plan on 3 unpaid board members to be safe everywhere. Unincorporated nonprofit association: at least 2 members by statutory definition. |
| Registry | Secretary of State (Business Services / Corporations Division) of the state you choose |
| Tax / entity number | Employer Identification Number (EIN) — the entity's federal tax ID, obtained free from the IRS via the online EIN application (or Form SS-4 by mail/fax); issued in minutes online. Some states also assign a separate state tax account number if you register for state taxes. |
| Banking | Banks require the EIN confirmation letter, the filed articles (or UNA agreement/statement of authority), bylaws, and a resolution naming signers with ID. Credit unions and community banks are most welcoming to small associations and often offer free nonprofit checking. Set two authorized signers and dual approval for payments; UNAs can open accounts too but expect more questions — the incorporated form is smoother. |
| Typical cost | A nonprofit corporation's state filing fee runs roughly $8–$125 (commonly $25–$75); the EIN is free; an unincorporated association can form for $0. Optional extras: name reservation ($10–$50) and a commercial registered agent (~$50–$150/year) if no founder serves. |
| Timeline | Online incorporation is typically approved in 1 day to 2 weeks depending on the state (paper filings can take 4–6 weeks); the EIN is issued online in minutes; a bank account usually takes one appointment once you have the EIN letter. A UNA exists immediately upon agreement. |
| Virtual assemblies | Broadly permitted. Nearly all state nonprofit statutes (following Model Nonprofit Corporation Act § 7.09 and post-2020 amendments) allow fully remote board and member meetings, electronic voting, and action by electronic written consent, provided the bylaws do not forbid it and every participant can hear and be heard — so write express authorization into your bylaws. |
| Due process in local law | US law genuinely protects this: the common-law doctrine of fair procedure bars arbitrary expulsion from membership associations, and statutes codify it — e.g., Model Nonprofit Corporation Act § 6.21 requires any expulsion to be 'fair and reasonable and carried out in good faith', and Cal. Corp. Code § 7341 gives a safe harbor of 15 days' prior written notice stating the reasons plus an opportunity to be heard, orally or in writing, at least 5 days before the expulsion takes effect. Courts will reinstate members expelled without notice and hearing. |
US association law is state law, so your first decision is which state's law you found under; your home state is the sensible default, since founding elsewhere just adds a registered agent and foreign-registration paperwork. Then pick the form: an unincorporated nonprofit association (UNA) exists the moment two or more of you agree to pursue a common nonprofit purpose — no filing needed, and about half the states give it legal personality by statute. A nonprofit corporation (in states that distinguish, the mutual-benefit or membership type — deliberately not a charity) costs a small filing fee but gives clear limited liability everywhere and is easier at the bank. For a lasting federation member, we recommend incorporating.
Take the federation's model bylaws and adapt them into two documents: short articles of incorporation (name, purpose, registered agent, a clause that no profits are distributed to members or directors) and fuller bylaws. Write the member rights in explicitly: transparent admission, the right to be heard, a fair procedure with notice and a hearing before any exclusion, and exit with your data. State that board members serve unpaid. If you stay unincorporated, the same document simply becomes your association agreement.
Search your state's business entity database (linked from the Secretary of State's site) to confirm the name is free and not deceptively similar to an existing entity. Most states require a corporate name to be distinguishable on the record; some let you reserve a name for a small fee for 60–120 days. Check the .org domain at the same time.
Gather your founders — in a room or on a video call, which nearly all states now permit — and record minutes: you resolve to found the association, adopt the articles and bylaws, elect the unpaid board (plan on three people), and name who will file. Everyone signs. These minutes are a document banks and some states will ask for, so keep them carefully.
File the articles of incorporation with your state's Secretary of State (Business/Corporations Division), almost always online, naming a registered agent with a street address in the state — one of you can serve. Fees run from about $8 to $125 depending on the state, and online filings are often approved within days. If you chose the unincorporated form, registration is optional in most states; some offer a voluntary statement-of-authority filing that helps with banks and property.
Every association needs an Employer Identification Number (EIN) from the IRS to open a bank account and file returns — it is the entity's tax ID, no employees required. Apply on IRS.gov: it is free, online, and issued in minutes; never pay a third-party site for it. Note that not seeking charity status is fine: a plain member association simply files an ordinary or exempt-organization return as applicable, and your accountant or the IRS pages can tell you which.
Bring the filed articles (or association agreement), bylaws, the EIN confirmation letter (CP 575), and a board resolution naming the authorized signers — set two signers and dual control over payments from day one. Community banks and credit unions are usually the friendliest to small associations and often waive fees for nonprofits. The account must be in the association's name, never a founder's.
At a board or member meeting, formally adopt the federation's Bill of Member Rights and Charter and sign the name licence for your association. Then open admission: publish how people join, what it costs to run (decided by your members), and how decisions are made. From here on, the association answers to its members — exactly as intended.
In the United States, associations are creatures of state law, so founders first pick a state (their home state is the sensible default) and then choose between an unincorporated nonprofit association — which two or more people can form instantly, with statutory recognition under the UUNAA/RUUNAA in about half the states — and a nonprofit corporation of the membership/mutual-benefit type, filed with the state's Secretary of State for roughly $8–$125 and approved within days to two weeks online. Incorporation is recommended for federation members because it gives clear limited liability and easier banking; a free federal EIN from the IRS then unlocks a bank account in the association's name. Remote founding meetings and electronic voting are permitted nearly everywhere, and US law is unusually strong on member due process: the common-law fair-procedure doctrine and statutes like MNCA § 6.21 and Cal. Corp. Code § 7341 require good-faith, fair-and-reasonable expulsion procedures with notice and an opportunity to be heard. No charity (501(c)(3)) status is needed or sought — a plain member-funded association simply files its ordinary annual return.