Our bylaws include a complete dissolution section, but the IRS delayed our Form 1023 (application for 501(c)(3)) because our ARTICLES OF INCORPORATION did not include the language. We had simply followed what the state required when we wrote our Articles, and the state did not require the dissolution clause (or the type of Purpose and Scope language the IRS also requires). So...we had to officially amend our Articles with the State and send the amended Articles back to the IRS. I am currently waiting to see if we pass the review this time. Wish us luck!

My thought is that you only want it one place, so your articles is fine. The Articles and Bylaws are companion documents. Generally you don't want to duplicate the information.

Imagine if you voted to change it later but only on one document? Which statement would prevail?

Just my opinion, but I'd leave it alone.

P.S. I believe the IRS expects a dissolution clause to be included in the "organizing instrument", which in your case is the Articles of Organization.

We are a PTO in MA. In our Articles of Organizqtion is a statement regarding dissolution of the PTO. Do we need to also include that in our bylaws or since it is in the Articles of Organization is that sufficent?