How to Write Association Bylaws [+ Template]

Bylaws are an important part of your organization. They ensure that your association stays organized and effective, while also clarifying internal procedures to help save time. Bylaws also provide a strong foundation for your organization so you can attract and retain the right kind of people as members, supporters, and donors.

Here, we’ll cover a general overview of association bylaws such as what to include, how to write them, and an essential association bylaws template.

What are association bylaws?
Are articles of association the same as bylaws?
What should be included in bylaws?
How to write bylaws [+ template]
How to amend association bylaws

What are association bylaws?

Association bylaws are detailed rules and regulations within your organization or association that help with internal operations like your organizational makeup. They also provide guidelines for members and the board to follow. For nonprofit organizations, bylaws are a legal document that must be adhered to. For service organizations, bylaws might dictate the behavior of your board but may not be applied to the entire organization.

A simple bylaws example are guidelines for membership. These bylaws will dictate who can join, how to join, what member voting rights are, and what benefits members have access to.

Generally, bylaws should be written when information needs to be clarified, such as about the election of board members, your association’s purpose or details about membership. It’s important to also write bylaws if you are undergoing a big change or restructuring. Finally, if your organization wants to apply for nonprofit status, you’ll need to have written bylaws.

Are articles of association the same as bylaws?

Articles of association are another legal document commonly found in organizations, but they should not be confused with bylaws. Articles of association are a broad and general document that define your association. They include information such as your organization’s name, how your organization is organized, and the names of your founders.

But what’s the difference between articles of association and bylaws? Articles of association are the primary law of your association and help establish and govern your organization. They are signed and cost money to amend. In comparison, bylaws are secondary law and are not required depending on the state your association exists in. While they may cover similar areas, bylaws help map the day-to-day and include more detailed information about association management and operation and are free to amend.

What should be included in bylaws?

Let’s begin with the mandatory items that organizations need to include in their association bylaws. These are:

The purpose of your association
The name of your association
Your association’s principal officers

It’s also recommended that your bylaws include information about:

How to join your association as a member
How to end a membership
Member duties and fees
Your board of directors
General meeting procedures
Finances and auditing
Voting and elections
Regulations and amendment of bylaws

How to write bylaws [+ Template]

Ready to write your own bylaws? Here are the essential steps for getting started, including an association bylaws template.

1. Research other associations

When it comes to creating your own bylaws, the best place to begin is to look at other organizations within your specific niche and/or industry and review their bylaws. While you don’t want to copy their bylaws, they can provide a useful guide for what to include and can give you some ideas of how you can best define your association’s day-to-day.

2. Determine bylaw writers

Before you begin, you’ll want to decide who will be writing your bylaws. Determine if it will be a group of individuals via an association committee, or if it will be only your board of directors, or combination of both. It’s also a good idea to decide if your bylaws will require general consensus in order for them to be passed.

Depending on the level of work required (ie if you’re writing net new bylaws or updating existing ones), you may only have one writer or many. Keep in mind that you probably don’t want to exceed three, otherwise there may be too many cooks in the kitchen that could unnecessarily complicate the process or slow things down.

3. Start drafting using this association bylaws template

Now that you know what areas you’d like your bylaws to cover and who will be writing them, it’s time to start drafting. To help you along, here is your essential association bylaws template that can serve as a jumping off point.

Name of organization

In this section, you can include background information of how your association’s name came to be, as well as naming conventions, short forms, and use cases.

Purpose of organization

Here, you’ll want to define your organization’s why. This includes identifying the community you serve, what are your association’s unique traits, as well as primary keywords associated with your organization.

Membership

Your member base is one of the most important parts of your organization. This is a key section that will include information about:

How do interested people become a member?
Who can join?
When do members need to renew?
What does the renewal process look like?
An outlined process for ending a membership
The benefits and services that members get exclusive access to

Board of directors and principal officers

This information is important for existing and future board of directors and principal officers. You’ll want to cover:

How do they govern?
How are they chosen?
How long do they typically serve?
Who can be nominated?

Meeting

This section will help add clarity on the frequency and structure of your meetings. Write out details about the basics like:

When do meetings typically occur and how often?
Who attends meetings? Are there penalties for members who don’t attend meetings?
How far in advance should members be notified about upcoming meetings?
What are the rules and guidelines for meetings?

Finances

Here is where you will include general information about your organization’s finances including auditing and more. Start off with:

What is your organization’s fiscal year?

How are audits conducted, how often and when?
What are the state requirements for financial governance for your association?

Bylaw amendment procedure

As your association changes and grows, so will your bylaws. Make sure to outline the steps your board or assigned committee will need to take to amend bylaws in the future.

Before you start, think through all possible instances where a bylaw amendment might need to occur and see if it requires a unique procedure. You’ll also want to include information about whether the IRS or your State Agency of Amendment will need to be notified as required by law within your state. For a more step-by-step process for bylaw amendment, click here.

Association dissolution procedure

In the instance that your association needs to be dismantled, you’ll want to have a clear idea of what this looks like that includes standardized procedures and clear steps that covers areas like what happens to assets.

4. Discuss proposed bylaws

Schedule a meeting that allows all involved parties to meet to discuss and review your drafted bylaws. Make sure that they are approved by each individual and consider if the bylaws are fair and democratic.

When reviewing the bylaws, evaluate them based on whether they support all voices that are a part of your association and vote as necessary and make any changes. Finally, set a deadline for when the new version of the bylaws will be made and pick a date for when this draft will be reviewed.

5. Edit and revise

At this time, you’ll be reviewing the near-complete draft and will be making any changes to bylaws. At your final review meeting, make sure all involved parties are satisfied with the final results. Depending on the size of your association, you may even want to involve the entire member base to vote on new bylaws. If you choose this route, make sure to include a deadline for voting.

6. Complete and approve final bylaws

Once your bylaws are approved, it’s time to share the good news! Send a notification email to your members about the new bylaws and where they can be found electronically for future reference. Make sure the final copies are readily available to all.

How to amend association bylaws

Amending bylaws will be a part of your organization’s processes. As mentioned, as your association changes, so will your bylaws, so you should be reviewing them on a regular basis. You may even want to include information on how regularly this review takes place in your bylaws themselves.

Here is a general procedure on how to amend association bylaws:

Draft your amendment proposal

Check with your state nonprofit agency to make sure what requirements should be taken into consideration during your bylaw amendment. For example, you’ll want to see if you need to complete a standardized bylaw amendment form. From there, look over your bylaws and create an amendment proposal for your board to review.

Involve a lawyer as necessary to review the amendment

Have your lawyer review your amendment form and/or proposal to ensure it complies with state regulations and uses the appropriate language to communicate what you mean.

Schedule a bylaw amendment presentation to the board

Once your amendment proposal and/or form is approved, schedule a bylaw presentation to the board. Make sure to give ample notice.

Present your amendment to the board

Use this time to explain why this amendment is important and should be made as it relates to your association’s processes, purpose, and impact. You may also want to explain its benefits for members, stakeholders, and your organization’s direct community.

Have the board vote on the bylaw amendment

Before you vote, have a clear understanding of how many votes are needed for the bylaw amendment to take effect.

Finalize your bylaws

If your amendment is passed, finalize your bylaws by updating all necessary documents and notifying members and other principal officials.

Complete other state requirements

Depending on what is mandatory for your state, contact the IRS and your State Agency of Amendment as required for any changes made to the bylaws of an organization.

Solidifiying the Foundation of Your Association

Taking the time to properly prepare and create your bylaws can help ensure that your organization runs smoothly and is making an important impact in the community you serve. Most importantly, be sure to familiarize yourself with your specific state requirements so your association is operating within legal parameters and is prepared, whether you are changing your bylaws now or in the future.

Ready to attract more members? Improve your organization by adding some of these 5 unique member types your association should consider.

Want to streamline your organization’s processes and make better member connections? Whether you are a trade association or professional association, MemberClicks is here to help. Learn more here.

Recommended Reading