What Is a Wisconsin Non-stock Corporation? Understanding Wisconsin Non-Stock Corporations

A Wisconsin non-stock corporation is a type of business entity formed under Wisconsin state law. Non-stock corporations do not have shareholders or "owners." Instead, they have members who have a membership interest. Members elect a board of directors to oversee the organization. Non-stock corporations are commonly used for non-profit entities, volunteer organizations, and other groups without profit motive.

Formation Process

To form a non-stock corporation in Wisconsin, articles of incorporation must be filed with the Wisconsin Department of Financial Institutions. The department has an online filing system that allows users to submit articles of incorporation electronically.

Benefits and Dissolution

Benefits of creating a Wisconsin non-stock corporation include:

  • Limited liability protection for members
  • Centralized management through a board of directors
  • The ability to dedicate assets to charitable causes
    As non-profit entities, Wisconsin non-stock corporations cannot distribute corporate income to members, directors or officers.

On dissolution, assets of a Wisconsin non-stock corporation must go to another non-profit organization or charitable cause. They cannot be distributed to members or private individuals. This ensures assets are used to further the public good.

Wisconsin non-stock corporations allow groups to incorporate for non-profit purposes while shielding members from personal liability. They provide flexibility in governance not available in other states. This makes them an attractive option for nonprofit organizations of all types.

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