Just don't make the same mistake we did and process your 501(c)(3) paper first. Once you incorporate, that sets up a new legal entity - no longer the same one if you already filed with the IRS, so you have to re-file.
If you are going to incorporate, you probably want to follow a sample that has a single bylaws document. (Some groups do use a hybrid document that combines the Constitution & Bylaws). The Articles of Incorporation is your founding document (if you incorporate), so you don't need a constitution.
Well I'm still fighting the battle but now have atleast two other board members on my side I think. The decision to incorporate etc. has been left until our board meeting next week. I've given the President some sample bylaws/constitutions and requested that he create ours since we only have bylaws. I have almost all of the 501 c 3 paperwork done or will have by the meeting and am looking at the incorporating paperwork required. Thank you all for your help. Now if I can just get them to understand why we need to do this. Thank you again.
We didn't know that we needed to incorporate before filing for 501(c)(3), thus we probably won't ever incorporate now. So I can't speak from the experience of having completed this. (But YOU should incorporate if you can.)
However, we did get pretty far into the research for the process. So I can share some of that.
Texas also provides a bare bones template that can be used for the Articles of Incorporation. Our PTO has a robust constitution and bylaws (2 different documents). When we looked at transitioning from our Constitution to an Articles of Incorporation, it seemed like the choices were:
1) Modify our constitution to make sure it included the basic items required in the Articles and re-name it.
2) Consult someone to see if we could have the generic one page form that serves as the Articles of Incorporation AND keep our constitution (and, of course, the bylaws).
3) Create the generic one page Articles of Incorporation for filing and combine the Constitution and Bylaws language into one document called the "bylaws".
We were leaning towards keeping the Articles of Incorporation simple with the one page boiler plate language (so probably #3). Among other things, in our state, you have to list a contact person (an "agent") in the AOI that may change every year. We didn't really want to mix transitory information like that with our foundational policies.
I hope this helps and that you will keep us posted as to your progress. Good luck!
Your profile says you are in Tennessee, so I checked out that state's websites. I'll list some sources may help you, and offer some advice in the next reply.
There's a lot of good information and contatct points in this guide. Page 21 lists what your state requires for the Articles of Incorporation.
(TN) Forms for Non-Profit Corporations www.state.tn.us/sos/nonprft.htm
This includes a generic charter (which for TN is the same as "Articles of Incorporation").
The Principal today stated we actually organized in August this school year since there has really been no formal organization before this time. So that is what I am going by. As for Gross Receipts I'm currently reviewing the Pub. 557 to make sure I cover all the bases. I'm trying to get an agreement for incorporation but so far I've hit a road block (see other post -same forum). Thanks again for any and all help. I need it.
I know how you feel. I felt the same way last August. It's important that you follow some steps in order. For instance, even though your main concern is tax exempt status, it's important to incorporate first if that's in your plans. Otherwise you will have to refile for tax exemption (and repay the fee). I have to say that the resource guide that the NPN sent to us with our magazine subscription helped me immensly. It gives a step by step process to "starting" a PTO and how to file the necessary paperwork.
1. Our group had officially been around since the 1950's and the year before I became president the group decided to change the name. We had also just recently moved to another building so I moved to disband the old group and start the new group with new bylaws and tax id number. We made a motion to give all of our assets (only the money in our checking account) to the newly formed group.
I then filed to incorporate and then filed for tax exemption.
2. We have never had a constitution and didn't need one as we sent in our incorporation paperwork with our tax exemption papers.
3. Again, I would recommend the Resource Guide from the National PTO Network. That in itself was worth the money we paid for the magazine subscription (although the magazine has good information as well).
4.It's not your gross income that the IRS looks at but your gross RECEIPTS. I am not an accountant (in fact a graphic designer) but I managed to file everything myself so I doubt you will have too much trouble. I only had tax experience of filing my own returns (which I have to admit have been quite involved some years).
Good Luck!
