A nonprofit’s bylaws typically address, at a minimum, fundamental provisions related to the management of the activities and affairs of the organization. Bylaws should provide guidance to the board and reassurance of sound governance practices to government authorities, funders, and other interested stakeholders.
Bylaws typically contain specific provisions detailing:
(a) The purpose or mission of the nonprofit
(b) How directors are elected or otherwise selected
(c) How the board may take an action (e.g., by majority vote of directors)
(d) How board meetings are called and noticed
(e) How board meetings are conducted
(f) The officers of the nonprofit
(g) The duties and responsibilities of each officer
(h) The authorization of board and non-board committees
(i) The level of indemnification provided by the corporation to protect its directors, officers and other agents; and
(j) The reports due to directors (e.g., financial reports)
Creating You A Solid Foundation Of Bylaws
If the nonprofit has voting members, the bylaws will also need to contain additional provisions regarding member rights and processes. If your nonprofit is considering a voting membership structure, you may want to first discuss such structure with a lawyer, particularly if they do not expect their members to actively participate in meetings and regularly exercise their voting rights.
At Rubio & Son, we can help you establish a solid foundation of bylaws which will setup for organization for both short-and long-term success.