PTOMOMMIE--I'm thinking there was something lost in the translation between
what your president told you and what you
heard. Since you don't seem very familiar with the various terms, organizations etcetera it's easy enough to happen.
I'm in NJ as well--there are numerous fees the state can hit you with concerning your
articles of incorporation, and believe me, depending on how fast you need them changed it can cost you plenty! I do know any ammendments have to be filed with the state treasury department and I would think if they affected your articles of incorporation that would cost you. I've the feeling that if anything, your president is probably just taking a conservative, let's-keep-it-safe-route until your "probation" with the IRS concerning your 501 (c) 3 status is up (five years from when you filed).
I'm with Bertha--unless you have something SERIOUSLY problematic in your bylaws (that is, something that would actually interfere with your organization running efficiently or legally) or something that EVERYONE has a major problem with, I'd leave well-enough alone for now. I was involved in a group where "da rules" changed whenever they interfered with what a couple of executive board members wanted to do, and they always managed to finagle it to happen at meetings when certain people couldn't be there to raise questions or point out problems with the ammendment.
Most groups I know reserve the ammendments for a specific time every year--that way the entire school knows when to bring up issues and if it's imortant enough to them, they'll show up to those meetings to make motions and to vote on them.