Starting A Non Profit >> Sample Bylaws
Bylaws for your
nonprofit have probably plagued you. Starting a nonprofit requires drafting of effective bylaws as they are important to the success of your organization. Here is a sample bylaw of a
nonprofit organization. These bylaws address name, purpose membership, annual meeting, board of directors, committees and amendments.
BYLAWS OF”ORGANIZATION NAME HERE”
ARTICLE I - NAME, PURPOSE
Section 1: The name of the
organization shall be _________________________________.
Section 2: The
______________________________ is organized exclusively for
charitable, scientific and educational purposes, more
ARTICLE II - MEMBERSHIP
Section 1: Membership shall
consist only of the members of the board of directors.
ARTICLE III - ANNUAL MEETING
Section 1: Annual Meeting. The
date of the regular annual meeting shall be set by the Board of
Directors who shall also set the time and place.
Section 2: Special Meetings.
Special meetings may be called by the Chair or the Executive
Section 3: Notice. Notice of each
meeting shall be given to each voting member, by mail, not less
than ten days before the meeting.
ARTICLE IV - BOARD OF
Section 1: Board Role, Size,
Compensation. The Board is responsible for overall policy and
direction of the Council, and delegates responsibility for
day-to-day operations to the Council Director and committees.
The Board shall have up to _________ and not fewer than
__________ members. The board receives no compensation other
than reasonable expenses.
Section 2: Meetings. The Board
shall meet at least __________, at an agreed upon time and
Section 3: Board Elections.
Election of new directors or election of current directors to a
second term will occur as the first item of business at the
annual meeting of the corporation. Directors will be elected by
a majority vote of the current directors.
Section 4: Terms. All Board
members shall serve _____ year terms, but are eligible for
Section 5: Quorum. A quorum must
be attended by at least _____ percent of the Board members
before business can be transacted or motions made or passed.
Section 6: Notice. An official
Board meeting requires that each Board member have written
notice two weeks in advance.
Section 7. Officers and Duties.
There shall be five officers of the Board consisting of a Chair,
Vice Chair, Secretary and Treasurer. Their duties are as
follows: The Chair shall convene regularly scheduled Board
meetings, shall preside or arrange for other members of the
executive committee to preside at each meeting in the following
order: Vice-Chair, Secretary and Treasurer. The Vice-Chair will
chair committees on special subjects as designated by the board.
The Secretary shall be responsible for keeping records of Board
actions, including overseeing the taking of minutes at all board
meetings, sending out meeting announcements, distributing copies
of minutes and the agenda to each Board members, and assuring
that corporate records are maintained. The Treasurer shall make
a report at each Board meeting. Treasurer shall chair the
finance committee, assist in the preparation of the budget, help
develop fundraising plans, and make financial information
available to Board members and the public.
Section 8: Vacancies. When a
vacancy on the Board exists, nominations for new members may be
received from present Board members by the Secretary two weeks
in advance of a Board meeting. These nominations shall be send
out to Board members with the regular Board meeting
announcement, to be voted upon at the next Board meeting. These
vacancies will be filled only to the end of the particular Board
Section 9: Resignation,
Termination and Absences. Resignation from the Board must be in
writing and received by the Secretary. A Board member shall be
dropped for excess absences from the Board if s/he has three
unexcused absences from Board meetings in a year. A Board member
may be removed for other reasons by a three-fourths vote of the
Section 10: Special Meetings.
Special meetings of the Board shall be called upon the request
of the Chair or one-third of the Board. Notices of special
meetings shall be send out by the Secretary to each Board member
postmarked two weeks in advance.
ARTICLE V - COMMITTEES
Section 1: The Board may create
committees as needed, such as fundraising, housing, etc. The
Board Chair appoints all committee chairs.
Section 2: The five officers
serve as the members of the Executive Committee. Except for the
power to amend the Articles of Incorporation and Bylaws, the
Executive Committee shall have all of the powers and authority
of the Board of Directors in the intervals between meetings of
the Board of Directors, subject to the direction and control of
the Board of Directors.
Section 3: Finance Committee. The
Treasurer is chair of the Finance Committee, which includes
three other Board members. The Finance Committee is responsible
for developing and reviewing fiscal procedures, a fundraising
plan, and annual budget with staff and other Board members. The
Board must approve the budget, and all expenditures must be
within the budget. Any major change in the budget must be
approved by the Board or the Executive Committee. The fiscal
year shall be the calendar year. Annual reports are required to
be submitted to the Board showing income, expenditures and
pending income. The financial records of the organization are
public information and shall be made available to the
membership, Board members and the public.
ARTICLE VI - AMENDMENTS
Section 1: These Bylaws may be
amended when necessary by a two-thirds majority of the Board of
Directors. Proposed amendments must be submitted to the
Secretary to be sent out with regular Board announcements.
These Bylaws were approved at a
meeting of the Board of Directors of _____________ on