Checklist for Bylaws

There's no one-size-fits-all set of bylaws, and for a very good reason. Imagine trying to make a set of bylaws that would encompass all the varieties of groups and organizations that exist. The bylaws would be either so specific that they would fill hundreds of pages and take a law background to understand, or they would be so ambiguous you would feel like you were treading on quicksand every time you looked for a particular rule.

The following list will help guide your group as it writes or amends its bylaws.

  • The organization's name. Article I should state the organization's name. Make certain that it's written the same way throughout your bylaws.

  • Object or purpose (mission statement). Article II should state, in a sentence or two, the mission statement; that is, the object of or purpose for the group.

  • Members. Article III should detail what types of members your group will include: active, inactive, honorary, and so on. What rights will the members have? What limitations will be imposed on each type? How do people apply for membership? What makes them eligible? (If the group is open to the public, it is important not to discriminate.) Will you detail requirements such as attending a certain number of meetings? What's to be done with a member who disrupts meetings or otherwise behaves in a manner unbecoming to a member of your group? If a member wants to resign, what is the procedure for doing so?

  • Officers. Article IV should detail the officers, their ranking, and their duties, as well as state how they are nominated and elected. Will all members be eligible to serve as officers? What is the term of office? How will vacancies, should they occur, be filled? What are the grounds for removing an officer? (Filling a vacancy and removing an officer are much the same, so these actions should require a two-thirds vote.)

  • Meetings. Article V specifies the day and time for meetings, what quorum is required for meetings, what business can be taken care of, and the procedure for calling special meetings.

  • Executive board. Article VI should discuss the executive board of your group. What's the composition of the board? When will it have meetings? What's the policy for removal from office and filling vacancies? What are the executive board's duties? How much power do you want to give to the board? Shall it decide matters like spending or borrowing money, signing contracts, or other serious actions without the vote of the membership? If the group is large and has employees, is the board in charge of employee matters?

  • Committees. Article VII should state what committees the group will have, such as social, membership, finance, and so on, and the duties of committee members. Who appoints the committees? Can they spend money?

  • Parliamentary authority. Article VIII should state the book that will be the bible to be consulted regarding questions of parliamentary procedure.

  • Amendments. Article IX covers amending the bylaws. It should state how these bylaws (which have been so carefully thought out and written up) may be changed (certainly not quickly or easily, or without previous notice and a two-thirds vote!).

QUESTION?

Who gets the most power?

Consider the balance of power when you are creating bylaws. Do you want your officers or your membership to hold most of the power in the group? A balance is probably best for your group.

These are not the only areas or topics that need to be in your group's bylaws. However, the list serves as a good guideline. If there is a group or organization similar to yours, the bylaws committee might consider asking it to borrow a copy of its bylaws for consultation purposes.

Keep the bylaws as clear and concise as you can. Legalese is definitely not in order; avoid making the language sound like attorneys wrote it and only other attorneys can understand it (unless yours is a governing body of some kind). Remember that bylaws are meant to be a framework of rules that govern your group but do not become unnecessarily restrictive.

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