How Often Should a California Nonprofit Board Review Bylaws
Bring up the discipline of a nonprofit'due south bylaws and you are sure to get an interesting response. For many nonprofit'south, their bylaws are just some forgotten document, full of legalese, gathering dust in a file cabinet somewhere. No one on the current lath of directors knows who prepared them, nor what any of the provisions mean. They certainly are non referring back to them for any reason. For a nonprofit that actively uses its bylaws, the bylaws tin can be an interesting glimpse into the organization's governing psyche. Are they control freaks…or just the contrary?
Introduction
I fact is sure: a nonprofit's bylaws are considered a legal document that dictates how the system must be governed. Failure by a board to follow the stipulations outlined in the bylaws can accept devastating consequences to the organization…and potentially fifty-fifty to the lath members themselves. Since bylaws are such a big bargain, it stands to reason that what they contain and how they are used should be taken extremely seriously. Merely what about that? Let's take a look at some Dos and Don'ts regarding nonprofit bylaws.
Do
Get assistance in drafting or amending your bylaws from an skilfulexperienced in nonprofit matters. This could be an attorney or a professional services business firm like Foundation Group. Two words of caution hither: 1) Don't assume your attorney understands nonprofit issues. We take helped set countless attorney-prepared bylaws, and two) Bylaws are a legal certificate, so using a not-attorney professional means you are getting self-help assist. It is notwithstanding the board'south responsibleness to have input into the provisions and to vote to adopt the terminal product.
Practice
Stick to the basics. It is a adept exercise to call up of your bylaws much like the U.s. Constitution. Like the Constitution, your bylaws should deal with only the highest level of governing problems such as: Organizational purpose, board structure, officer position descriptions and responsibilities, terms of board service, officer/board member succession and removal, official meeting requirements, membership provisions, voting rights, disharmonize-of-interest policy and any other non-negotiables that your governing torso deems necessary. One critical element often erroneously omitted is the provision for amending the bylaws in the future.
Exercise
Know what is in your bylaws. As a board member, you accept a duty to understand what each and every provision means. If there are provisions you lot practise non understand, ask another lath member or consult a professional.
Practice
Follow the provisions religiously. You not merely have a duty to sympathize your bylaws, you are legally accountable for following them. This is not optional. A court of law will side with your bylaws in any dispute brought by another board member, an employee, volunteer or recipient of services who may have a grievance.
Practise
Proceed your bylaws relevant. Times and circumstances change…and your governing document should reflect those changes. If your bylaws need to be amended to reverberate current realities, practise it. Make sure the changes make long-term sense (meet below) and follow the amendment procedures equally outlined.
Don't
Treat your bylaws as a policy and process manual. We have seen bylaws that comprise everything from employee vacation rules to the organization's anti-smoking policy. These are totally inappropriate for bylaws. Create a separate policy manual for management purposes. Again, think Constitution vs. U.s.a. Lawmaking (laws).
Don't
Include provisions that tie the hands of future boards. I currently sit on the board of an HOA with absurd provisions that negatively affect all homeowners. Simply, amending them requires a 2/3 blessing ofevery member eligible to vote (about 200 households). We can't get 2/3 of the members to vote, much less get super-bulk approval. Retrieve long and difficult most the downstream consequences to all provisions.
Don't
Fail to review the bylaws. At least annually, all board members should re-familiarize themselves with the provisions. This will become a long style toward preventing costly errors. New board members should be provided with a copy immediately upon installation.
Conclusion
Proper apply of an system'due south bylaws non only provides the necessary structure to effective governance, it eliminates the willy-nilly guesswork then common amidst ineffective nonprofits. Proficient governance establishes a foundation for good work.
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3. Nonprofit Bylaws – The Dos and Don'ts
Source: https://www.501c3.org/nonprofit-bylaws-the-dos-and-donts/
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