They are necessary. Your nonprofit does not need to file bylaws with the Texas Secretary of State, but they are required to obtain tax-exempt status with the IRS.
Texas does require bylaws for all nonprofit corporations that must be adopted at the first organizational meeting of the organization's board of directors.
Corporations are legally required to adopt bylaws in Texas – Section 21.057 of the Texas Business Organizations Code states that the board of directors of a corporation shall adopt initial bylaws. So, if your company gets caught in a legal battle without bylaws, you could face some serious legal consequences.
Art. 1396-2.16. Vacancies A. Unless otherwise provided in the articles of incorporation or the by-laws, any vacancy occurring in the board of directors shall be filled by the affirmative vote of a majority of the remaining directors though less than a quorum of the board of directors.
Can I form a nonprofit LLC in Texas? The Texas Business Organizations Code (BOC) does not recognize the term "nonprofit LLC" as describing a specific type of entity, but the BOC does allow for the formation of an LLC with a nonprofit purpose.
Corporate bylaws establish the rules and roles within your corporation. Bylaws dictate how many officers and directors you can appoint and what their powers and responsibilities will be. Bylaws also establish when and where board and shareholder meetings will be held and how voting will work.
Corporations are legally required to adopt bylaws in Texas – Section 21.057 of the Texas Business Organizations Code states that the board of directors of a corporation shall adopt initial bylaws. So, if your company gets caught in a legal battle without bylaws, you could face some serious legal consequences.
The Texas Business Organizations Code requires a nonprofit corporation to have at least three directors, one president, and one secretary. The same person cannot be both the president and secretary. Officers and directors must be natural persons, but may be known by other titles.
How to Start a Nonprofit in Texas Name Your Organization. Recruit Incorporators and Initial Directors. Appoint a Registered Agent. Prepare and File Articles of Incorporation. File Initial Report. Obtain an Employer Identification Number (EIN) ... Store Nonprofit Records. Establish Initial Governing Documents and Policies.
The secretary of state does not maintain the bylaws or tax exempt filings of any nonprofit organization. Some organizations that have obtained tax-exempt status from the Internal Revenue Service are required to make certain documents available to the public.