Q: What documents need to be filed to add new directors to an established 501c3 nonprofit in South Carolina?
Would this be done using the Articles of Amendment on the Secretary of State website? If so, would it be added in the Additional Amendment Info area and what wording should be used?
It's very unlikely that you need to file anything with the state to add new directors. It is likely that your 501(c)(3)'s bylaws contain a provision that sets out the minimum and maximum numbers of directors and how the directors are chosen. To add new directors, your most likely course of action would be to follow the procedures that are written in your bylaws. If your bylaws have a limit, and if you have reached that limit and want to add more members to the board of directors, then you would likely need to follow the procedures for updating your bylaws to make the number of possible directors closer to what you want.
There is a slight chance that your articles of incorporation have placed a limit on the number of directors, but that is unusual. If that is the case, then you would need to file the procedures for amending your articles of incorporation.
However, remember that as a 501(c)(3) you probably have to file a registration form with the Secretary of State's charities division. That form requires that you list all of the officers and directors. If it's time for you to file your annual charity registration, you can simply add the names of the new directors to your form.
If you find yourself saying, "we don't have bylaws," or "I didn't know that I was supposed to file an annual report with the charities division," consider a quick call with a nonprofit organizations attorney.
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