Q: If a CA nonprofit has filed its statement of domestication with PA, dies it need to file new articles of incorporation?

A: Depending on the specifics of your case, it would probably be advisable to draw up amended articles of incorporation and new bylaws for the Pennsylvania nonprofit. This is because Pennsylvania's laws and California's nonprofit laws are not identical, and it is likely that when your organization was formed in California the person who drafted the articles of incorporation and the bylaws likely did that with an eye toward satisfying California law.

Here is just one example: in California the Chair (or president) cannot be the same person as the Treasurer. Your California bylaws probably have a provision in there ensuring that the same person does not serve as the President and the Treasurer. In Pennsylvania, the law does not require that. Another example: in California you are required to have no more than 49 percent of your directors as "interested persons." Your bylaws probably reference that requirement, which will not be a requirement in Pennsylvania. These are just a couple of differences, but the point is that your existing California articles and your California bylaws were written with an eye toward California law, not Pennsylvania law.

I would note, in addition, that although Pennsylvania recognizes the process of domesticating a nonprofit into the state, California does not recognize domesticating outbound from that state for nonprofit corporations. You will still "exist" in the eyes of California unless you formally wind up operations in California and obtain the approval of the state government (the Attorney General, Secretary of State, and Franchise Tax Board) to transfer the nonprofit's operations and assets out of the state.