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Q. At minimum, what should a comprehensive Not-for-Profit bylaws look like?
A. Non-Profit By-laws should cover the following:
- The organization’s purpose
- A description of the membership
- A description of the board composition and governance structure
- Location of head office
- Terms of office for board members
- Number of meetings held by the board, including Annual General Meetings
- Special meetings and in-camera meetings
- The number and a brief description of any standing committees and the process for appointing a committee chairperson
- Description, title and responsibilities of Executive Directors (if applicable)
- The election and voting process
- Details about quorum
- Filling board vacancies
- Removal of directors
- Senior staff positions
- Making amendments to bylaws
- Required reports and legal filings
- Charitable status
- Details about fiscal year
- Bank accounts, financial obligations, funders
- Conflict of interest
- Indemnification
- Disbanding the organization and disbursement of funds and capital assets
The Muttart Foundation has an excellent resource on drafting and revising bylaws: www.muttart.org/sites/default/files/downloads/publications/drafting_revising.pdf