Corporate bylaws are legally required in Virginia. The law doesn't specify when bylaws must be adopted, but usually this happens at the organizational meeting.
The Delaware corporate code covers most of the topics normally addressed in the Bylaws. Therefore, if the Certificate of Incorporation sets forth the authorized number of directors there is no legal requirement that a corporation have bylaws.
Each corporation other than a banking corporation, an insurance corporation, a savings institution or a credit union shall have power to enter into partnership agreements, joint ventures or other associations of any kind with any person or persons.
Your bylaws must comply with Virginia state law, but also serve as a supplement to the code. Your nonprofit will also need to form a conflict of interest policy. This policy will ensure that all decisions made by the board and by the members, is in the best interest of the nonprofit.
§ 13.1-624. The incorporators or board of directors of a corporation shall adopt initial bylaws for the corporation. B. The bylaws of a corporation may contain any provision that is not inconsistent with law or the articles of incorporation.
Under Virginia law, to have a nonprofit you only need to have one member on the Board of Directors. However, to be eligible for tax exemption with the IRS, we recommend that you have at least three directors.
How to Start a Nonprofit in Virginia 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.
How to Start a Nonprofit in Virginia 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.