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Nonprofit Law/Booster Direction Needed

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Question
Might you give some parents some guidelines to consider in their volunteering role and election to a new position.

Our booster club does not have minutes from 2011 to about august of 2013. The by-laws are old and not appropriate for how business is being conducted. A group of us were elected because we are all in it for the kids and what to make a change. After the elections I did some research online to find out that our booster club was dissolved with the secretary of state of Colorado in Feb 2011. At that time there was approximately 18000 in the bank accounts, which had been previously put in the school for monitoring and accountability. The AD and Business office secretary write checks and transfer funds out of the school accounts. Voting and decisions were made without a board per say, just two parents who stepped up to keep it running then becoming by default president and VP. Money was never voted on by any of the membership nor was anyone notified that voting for big ticket items was taking place the 3 people in the club just decided amongst themselves. Now we know we have no EIN or filings with the secretary of state as a non-profit and being told that everything falls under the school and we can use their EIN number and non-profit status to get sponsors/donations and conduct business.

Should we stay apart of this because it is legal and ethical or is it not legal or nonadvisable and should we resign so that we are not liable for all of those funds and the taxes which are supposedly being filed but no taxes are coming out of any of our accounts either.

Answer
Generally, States have a simple and inexpensive way to reactivate their administrative dissolution, for example some states only need the missed filing of the corporation's directors and officers and a fee of $50.  

Colorado Secretary of State's Corporation Division has, as #3 in their FAQ's
--- Start of Excerpt ---
Q3. How can I reinstate my dissolved entity?

A3.  A dissolved entity can file for reinstatement at any time by filing Articles of Reinstatement. However, any trade names held by the entity prior to dissolution will not be reinstated. A new Statement of Trade Name will need to be filed for each trade name that is being used by the entity.
--- End of Excerpt ---
http://www.sos.state.co.us/pubs/business/FAQs/reinstatement.html

Following is the link "Instructions for filing documents" which resolves to
http://www.sos.state.co.us/pubs/business/filingInstructions.html and I suggest you follow that to see how much the fee is.

An officer may want to call or email their office before spending time on that site, as, generally, State's will provide information on the phone as to the cost. Their contact information is posted as:
--- Start of Excerpt ---
Business Organizations
303-894-2200 & press 2
303-869-4864 (FAX)
business@sos.state.co.us
--- End of Excerpt ---
http://www.sos.state.co.us/pubs/info_center/contact.html

I don't know why you wrote, "Now we know we have no EIN", because once an entity as been assigned an EIN by the IRS, even if the entity is dissolved and later is re-activated, the entity keeps the same EIN.
www.irs.gov/businesses/small/article/0,,id=98011,00.html

After you inquire from the state, let me know the answer and then I will reply further.

Harvey Mechanic, Attorney at Law -
Harvey108@hotmail.com

P.S. This response is intended to be a general statement of law, should not be relied upon as legal advice and does not create an attorney/client relationship.  

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Harvey Mechanic

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I am an attorney and I volunteer time to answer general questions about U.S. Federal income tax issues of nonprofit 501(c)(3) public charities only. Those questions could be about establishing and maintaining legal requirements for such non-profit organizations in the United States, including Internal Revenue service filings and requirements. I will not be working on this free forum to answer questions about Nonprofit's possible unrelated or for-profit businesses or how to fill out forms. This forum is only for general questions about federal tax law, not as the law applies to your specific situation. If you do not make your question public then I will not be spending much of my donated time on answers that would not benefit the public. If you have other questions, please contact me at Harvey108@hotmail.com I will reply from my email. In any case, do not reveal confidential information to me until after I have contracted with you to provide personal legal services. My responses on this forum are intended to be general statements of law, should not be relied upon as legal advice, and do not create an attorney/client relationship. For me to consider your individual situation and how the law applies, I would need to gather extensive information about the situation. To search my previous answers you can do a Google search by "site:allexperts.com/q/nonprofit" without the quotes and then add your search terms before hitting enter.

Experience

I have been practicing law and especially the law of nonprofit organizations since 1990 when I was admitted to the New York Bar and I have maintained my status with the Bar since that time.

Education/Credentials

B.S. Columbia University in New York City, 1970

J.D. (Law Degree) Brooklyn Law School, 1990 -- Cum Laude.


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