Sandy - 9/10 years ago when this thread was originally posted, the IRS was still pushing for two different documents: 1) an organizing instrument and 2) bylaws. But you may be okay just with your bylaw (if not incorporated).
The organizing instrument is sort of like your birth certificate (the who/what) - gives its name and type and basic info as an entity. The bylaws are the rules of how you operate (the how). So the organizing instrument could be a constitution, charter, articles of organization, certificate of formation, or articles of incorporation (that last one being if you incorporated in your state).
HOWEVER, if you aren't incorporated (because then you must have whatever Articles your state prescribes), more and more the bylaws are being written as a hybrid document that also serves as organizing instrument. And the IRS now accepts this. (That's the difference from 10 years ago.)
From the IRS form 1023 instructions:
"Bylaws may be considered an organizing document only if they are properly structured (includes name, purpose, signatures, and intent to form an organization)."
The IRS regs state that you can use a constitution or articles of incorporation. Unfortunately, our school has neither, so we have to create a constitution.
Sandy - please register with the site. That way we won't have to leave the forum to email something to you. I have a document that might be what you're looking for. I'll check back another time.
Our PTO is working on our 501c3. I noticed that it calls for bylaws and an "Organizing document". Bylaws are not considered an organizing document. I cannot find an example of an "organizing document". Can someone please send me an expample of one that you used ?? My email is This email address is being protected from spambots. You need JavaScript enabled to view it.
Thanks so much!!
Sandy in Iowa
