Bylaws

Bylaws form a legally binding document that outlines the organizational authority levels, how the board functions, and how it is structured. This document is unique to every organization but it should always address a number of specific issues including:

• name and location of organization
• statement of purpose
• election, roles, and terms of board members and officers
• membership issues (categories, responsibilities)
• meeting guidelines (frequency, quorum)
• board structure (size, standing committees, if any)
• compensation and indemnification of board members
• role of chief executive
• amendment of bylaws
• dissolution of the organization

The board should have a process in place to review the bylaws every couple of years. This assignment is best carried out by a board task force formed for the purpose. There is no need to have a permanent bylaws committee.

Here are some sample bylaws. NOTE: Please, do not adopt anyone else’s bylaws. Let your board decide on every clause.

Minnesota Council of Nonprofits, http://www.mncn.org/info/template_start.htm

BoardSource, http://www.boardsource.org/Bookstore.asp?Item=127

Foundation Center, http://fdncenter.org/getstarted/faqs/html/samplebylaws.html