Nonprofit Law/by-laws

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QUESTION: we are in the process of amending out historical societies by-laws once that process is finished what do we do? approval process etc.

ANSWER:  The IRS has published, "An exempt organization must report name,
address and structural and operational changes to the IRS. If an
organization files an annual return, it must report the changes on
its return. If it is not required to file annually, it reports the
changes to the EO Determinations Office."  http://goo.gl/gY8x7

It then gives the address of the EO Determinations Office through
the link as:

Internal Revenue Service
Exempt Organizations Determinations
P.O. Box 2508
Cincinnati, OH 45201

If you do not advise the IRS of the change in your Form 990 and
then, they later find that your organization is not worthy of
501(c)(3) organization status for a year that they audit, they may
have more of a reason to revoke your exemption retroactively back
to the date of your change.

The word "structural" could refer to something evidenced in the new bylaws or may not.  Therefore, some changes in the bylaws would not need to be reported to the IRS (unless they inquire).

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.    



---------- FOLLOW-UP ----------

QUESTION: Thank you for your response   I was concerned more about the membership as the changes pertain to functional and procedural functions of the Society is the membership required to approve the changes or is the committees suggestions valid   another words once the committee completes the changes is that all that is to be done to enact the changes

ANSWER: I am a member of the New York bar, but I have in my profile that this free forum is only for general questions relating to IRS federal exemption issues of 501(c)(3) organizations. I will, though, give you some free advise.  But first I would need to know whether the members presently have voting rights.  Also I would need to know if the Society has been incorporated under the New York Not-for-Profit Corporation law. After you give me that information 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.    



---------- FOLLOW-UP ----------

QUESTION: Thank-you  we have E-Mailed before and appreciate your time thanks   Our Society is under an absolute charter from the Board of Regents of the University of the State of New York Education Law 216 we are not a 5013 c or c 3 Our members in good standing do vote on other matters such as nominations of officers etc.  The Trustees and officers set most all matters without going to the membership     Thanks

Answer
Now I recall the past questions and answers somewhat. First we would look to your bylaws to see what it has, if anything, about amendments.  You wrote, "the changes pertain to functional and procedural functions of the Society" and, if the bylaws do not effect the rights of the members, and do not mention that the members would vote on amendments to the bylaws the member would not, unless by contract or agreement, have rights to vote on the change in the bylaws.

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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