This By-Laws document contains the following information: the name and location of the corporation, the shareholders, and the duties of the officers.
Sample Bylaws For Nonprofit With Members In Virginia
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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.
A. A board of directors shall consist of one or more individuals, with the number specified in or fixed in ance with the bylaws, or if not specified in or fixed in ance with the bylaws, with the number specified in or fixed in ance with the articles of incorporation.
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.
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.
§ 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.
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.
Any non-profit conducting business in Virginia must register as a Non-Stock Corporation or Limited Liability Company (LLC) with the Virginia State Corporation Commission. Procedures for filing as a Non-Stock Corporation can be found in the Code of Virginia Nonstock Corporation Act, Sections 13.1-801 through 13.1-946.
Apply for Necessary Virginia State Business Licenses. You may also need additional federal and state business licenses to successfully and legally run your nonprofit. Review federal licenses and permits by business type and activity to see if any apply to your organization.
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.