Starting a nonprofit requires a wide range of legal and managerial tasks before it can open its doors for business. From the inception of an idea through opening day, a nonprofit must:
- Choose an initial board of directors
- Choose a name for the nonprofit
- Create, prepare and file your nonprofit’s articles of incorporation
- Prepare the nonprofit’s bylaws
- Hold the first meeting of the nonprofit’s board of directors
- Set up the corporate records binder for things like the bylaws, articles of incorporation, and meeting minutes
So what is the purpose of having bylaws? And does the nonprofit even need them?
The Purpose Of Bylaws
As with any corporation, bylaws detail how the nonprofit is structured and run. If your nonprofit is an organization incorporated under the Illinois General Not for Profit Corporation Act of 1986, it should have bylaws. They are the self-drafted guidebook to your organization’s internal affairs, and sets out the procedures for your company’s:
- Elections of officers and directors
- Meeting organization
- Quorum requirements
- Membership structure (if applicable)
- Other relevant corporate formalities and requirements as dictated by law
Each organization has its own needs and requirements, so the bylaws will have to be written to address those needs, as well as things like dispute resolution. You can find examples of bylaws online and in numerous books to draft something, but an experienced nonprofit attorney can help makes sure that your bylaws are compliant and suit your nonprofit’s needs.
Language
Unlike the Articles of Incorporation, the bylaws don’t have any specific language to be included. However, you should still reference the organization structure and purpose as a reminder of the nonprofit’s mission.
Should you decide to use a template, understand that you can fine-tune the bylaws to suit your nonprofit’s needs. It’s not necessary to use the template exactly as it is. It’s also acceptable to re-write the bylaws as needed, to keep up with changes either in the nonprofit’s mission or it’s needs.
NonProfitAlly, a community website with free resources for anyone interested in starting a nonprofit, offers a basic template for starting the process of writing your nonprofit’s bylaws.
The essential elements (Articles) are:
- Name of Organization
- Corporate Purpose
- Membership
- Meetings of Members
- Board of Directors
- Officers
- Committees
- Corporate Staff
- Conflict of Interest and Compensation
- Indemnification
- Books and Records
- Amendments
- Adoption of Bylaw
While this is a generic bylaws template, you will also need to check with the Illinois Secretary Of State to find out what additional laws will apply to the nonprofit. Hiring a nonprofit attorney can also help ensure that your nonprofit is legal and follows state laws that govern them.
Help Creating Nonprofit Bylaws
A nonprofit does need bylaws. They will be different for every organization, but there are some parts that are universal. At James C. Provenza & Associates, we boast over 20 years of experience helping major nonprofits in and around the Chicago area with bylaws and other important documentation.
Our team understands the critical importance of drafting and revising any organization’s bylaws and, with comprehensive knowledge of Illinois nonprofit law as well as best practices for growing nonprofits, Attorney James C. Provenza will eliminate oversight and ensure effective and functional bylaws. Contact our office at (847) 729-3939 today. We look forward to helping ensure that your organization is a successful one.
