In addition to the two major "constitutional" documents (the articles of incorporation and the bylaws), nonprofit corporations are required to keep copies of a number of other records relating to the organization, finances, and ownership of the business.

State record-keeping requirements vary. You can find links to your state's specific record-keeping requirements in State Law: Forming a Nonprofit Corporation. However, as a matter of best practice you should keep copies the following documents in the nonprofit corporation's principal office (where it is operating on a day-to-day basis) and on file with the nonprofit corporation's registered agent (this latter step is applicable only if the nonprofit corporation is incorporated in a state other than where it does business):

• the articles of incorporation and any amendments


• the nonprofit corporation's bylaws and any older versions used in the three most recent years


• minutes from board of directors meetings for the three most recent years


• records of all actions taken by directors without a meeting for the three most recent years


• a list of the full names and last known addresses of all past and present directors


• a list of the full names and last known addresses of all past and present officers


• financial records, including federal, state, and local tax returns and reports, for the three most recent years


• annual or biennial reports or statements of information filed with the state for the three most recent years


• any other documents filed with the state

These requirements are in addition to the tax obligations for all small businesses. For more information, see the Tax Obligations of Small Businesses section and the IRS guide Publication 583 (1/2007), Starting a Business and Keeping Records.