Pennsylvania's Nonprofit Corporation Law

Most of Pennsylvania nonprofit organizations are organized as nonprofit corporations, and Pennsylvania's Nonprofit Corporation Law of 1988 (as amended) is the statute that governs their corporate affairs.

Pennsylvania's Nonprofit Corporation Law is contained in Title 15 of the Pennsylvania Consolidated Statutes, which was most recently amended by Act 122 on November 3, 2022 and Act 59 of July 15, 2024,1 and can be found in Subpart C of Title 15, Section 5101 et seq.

For an executive summary of the 2022 amendments made to Title 15 that impact nonprofit corporations, see Executive Summary of the 2022 Amendments to Title 15. 

For detailed commentary on Pennsylvania's Nonprofit Corporation Law, see Stern's Pennsylvania Nonprofit Corporation Law (4th edition), which includes the 2022 and 2024 amendments. This treatise is available both as an e-book, and as an e-book plus a print copy; and for those who prefer to have a copy that marks up the statutory text to show the changes made by the 2022 and 2024 amendments, a redlined-statute version of the 4th edition is also available as an e-book or e-book plus print copy. 

The statutory language of Title 15 published in this fourth edition reflects the wording of the statute as of August 2025. The redlined version shows the changes that were made to the statutory language by Act 122 of November 3, 2022, P.L. 1791, No. 122, and by Act 59 of July 15, 2024, P.L. 728, No. 59.  

Note: The 3rd edition of this treatise (which did not include the statutory text of the 2022 and 2024 amendments) is no longer available for sale on PAnonprofitlaw.org, but you can purchase the redlined-statute version of the 4th edition to see how the former statutory text was modified by the 2022 and 2024 amendments.  

The Stern's treatise annotates Pennsylvania's Nonprofit Corporation Law and includes the Title 15 general corporate law provisions that are also applicable to nonprofit corporations and also includes specific sections from Title 15 that pertain to nonprofit corporations (Sections 5101–5998).2 Detailed commentaries, cross references, and citations annotate the statutory provisions, offering additional context and orienting readers.

In the form of an annotated statute, this resource is designed to accelerate and elevate the legal work of Pennsylvania's nonprofit sector by improving the speed and quality of work of paid and pro bono attorneys and other legal professionals serving the nonprofit sector. It is an ideal resource for those in private practice or serving as in-house counsel – and also for courts and regulatory agencies with jurisdiction over nonprofit organizations, legislators, and for those who are teaching and studying nonprofit law.

Legislative History & Committee Comments for the 2022 Amendments

See Pennsylvania House Bill 2057 (P.N. 2424) for changes proposed to Title 15 prior to the passage of Act 122 on November 3, 2022.3

The Title 15/Business Associations Committee of the Section on Business Law of the Pennsylvania Bar Association publishes comments that have accompanied proposed legislation, including the legislation of Act 122 passed in 2022 to amend Title 15. These comments are available on the Pennsylvania Bar Association's website.

Deep Dive into the Legislative History of Title 15

For those looking to learn more about the history of Title 15, see the "Foreword to Title 15" by William H. Clark, Jr. in Purdon's Pennsylvania Statutes and Consolidated Statutes Annotated (Thompson Reuters 2019), pages XI-LXX.

Stay Tuned

There are many other Pennsylvania statutes and provisions that apply specifically to nonprofits, even in Title 15, that are not included in the Stern's treatise (such as Subpart D on cooperative corporations, Article C of Subpart C on foreign nonprofit corporations, and Part IV, including Chapter 91 on unincorporated associations and Chapter 93 on professional associations). We hope to include them in future editions or in sister works.

Future editions and works will be posted here, on PAnonprofitlaw.org.

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  1. Amended by Act No. 122 of November 3, 2022, P.L. 1791, No. 122 and Act 59 of July 15, 2024, P.L. 728, No. 59.
  2. Article C of Subpart C on foreign nonprofit corporations (Sections 6101-6161), which is part of the Nonprofit Corporation Law, is not included in this fourth edition of the treatise.
  3. See also the proposed Amendments to the Pennsylvania Consolidated Statutes with Committee Comments prepared by the Title 15/Business Associations Committee of the Section on Business Law of the Pennsylvania Bar Association to accompany House Bill 2057 (P.N. 2424), February 1, 2022 available at http://www.pabar.org/site/For-Lawyers/Sections/Business-Law-Section/Legislation-and-Recommendations/Title-15 (the "2022 Committee Comments.")