Purpose Of Bylaws For Organizations In Virginia
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§ 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.
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.
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.
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.
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.
§ 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.
The bylaws may be adopted, amended or revised by a majority vote of the board of directors, or by the vote of two-thirds of the members voting thereon at any regular or special meeting of the members or by the written assent of two-thirds of the members voting thereon by mail ballot, provided, that written notice of ...
The IRS generally requires a minimum of three board members for every nonprofit, but does not dictate board term length. What is important to remember is that board service terms aren't intended to be perpetual, and are typically one to five years.
