Heather Comstock Connects

Helping nonprofits and other volunteer organizations develop strong relationships and a clear voice in the community.

Good Reads: By-Laws and Vampire Novels

In the last several months, I have been spending a great deal of time reading organizational by-laws. Sounds scintillating, doesn’t it? I did take a break by reading the latest Charlaine Harris “True Blood” novel.

Spring seems to be the time of year when organizations are tasked with reviewing by-laws so that votes on changes can be conducted in conjunction with annual meetings. The only other time by-laws seem to be reviewed is when there’s some sort of board discord and members are reading the by-laws to arm themselves for a battle of wits with the rest of the members. When was the last time your organization read its by-laws?

Take a quick read through annually. A good time to do this is when you’re about to induct new board members. They are going to need to read through them to help get acclimatized. Make sure you have the most current copy that you’ll be handing off.

Read like you’ve never had any involvement with the organization. As you read, do you have a good sense of how the organization is supposed to work? How are board members selected? Are there annual tasks that must be done? Are the job descriptions current? Do they make sense? This is how your new board members will read your by-laws.

Does it match reality? As an organization goes along, things that made sense at the founding might no longer make sense. Are you still conducting business the way the by-laws describe? If not, do you want to do it the way that is proscribed or should you make changes to align the document with how things are actually done?

Are they in alignment with your parent organization? If your group is part of a larger, national organization, get a copy of the current by-laws and ensure that your local document aligns with the parent document. Also check to see if the parent organization has made recommendations about policies, such as the now required Conflict of Interest Policy & Disclosure, that might need to be incorporated.

Are there any legal changes? Check in with parent organizations or resource groups such as Maryland Nonprofits or the IRS site Stay Exempt to see if any new requirements have emerged that your organization needs to address.

Timing is Crucial Start this process early. In many cases (such as with membership organizations) there are time-lines for by-law changes that coincide with annual meetings. Often, changes must be approved by the board of directors and then published for specified period of time to the membership as a whole before they can be voted upon.

While its not an exciting read, it is very important to periodically review your organization’s foundation documents. Once you’re done, you can reward yourself with a trashy paperback!

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