Many directors think bylaws are something the association is required to have but don’t see it as a vital tool for how they do business. It is considered complicated and full of legal language that no one really understands. Often no one looks at them and they gather dust. This is a CRITICAL mistake!
Think of your association as a sports team and the bylaws your playbook. Essentially the bylaws provide important instructions about the team and individual players and how the association plays the game. If the board doesn’t follow the “rules”, the association and individual directors can face serious consequences.
Association bylaws are designed to ensure stability, continuity, and structure. They are a required legal document that represents an agreement between the association and its members. They provide the foundation for good governance practices which in turn should lead to positive results.
It is important that your bylaws:
- REPRESENT REQUIRED LEGISLATIVE REQUIREMENTS AND INTENT: The jurisdiction under which your association has been incorporated has specific acts and legal requirements that must be included in your bylaws and governance structure.
TIP: Invest in hiring a lawyer who specializes in not-for-profit legislation to provide the bylaw content and ensure your bylaws are compliant with current legislation.
- ARE HIGH LEVEL AND SIMPLE: Provide just enough detail to ensure the association has adequate direction and is compliant. Address high-level governance issues such as the association’s purpose; board and officers structure, position descriptions, responsibilities, terms of office, succession and removal, official meeting requirements, membership provisions, voting rights and requirements, conflict of interest processes, how bylaws can be changed, and other non-negotiable items that reflect the association’s work.
TIP: Create policies that are separate from the bylaws. They will allow your association to address more detailed governance requirements in a less rigid format.
- ARE RELEVANT: Things change and your governing documents need to reflect new realities and opportunities. The board and staff should review the bylaws annually and make revisions as needed.
TIP: Make sure the changes make long-term sense and will not unduly restrict the organization’s progress.
- ARE SHARED AND UNDERSTOOD: All directors are legally bound to follow everything in the bylaws and what it means for the association. If a grievance is filed by a board member, volunteer, employee or recipient of services, the law typically sides with the bylaws. Ensure that new directors receive the bylaws upon installation and all directors and staff re-familiarize themselves with the provisions regularly.
TIP: Ensure an overview of the association bylaws are part of an annual Board Orientation session.
Don’t leave your bylaws on the sidelines – make them part of your winning team!