Montgomery Maryland Amendment of Amended and Restated Bylaws
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FAQ
By Christine Mathias, Attorney. Nonprofit bylaws are a legal document that sets the rules and procedures for running the organization. As the nonprofit grows or changes, the board of directors can amend the bylaws, such as increasing the number of directors or allowing for virtual meetings.
Amending Your Bylaws Most bylaws with amendment procedures require calling a meeting of the board of directors and holding a vote on the amendment. The bylaws should state how many votes are needed, but a majority is generally the rule.
General Robert states that if the constitution, bylaws, and rules of order that have been adopted contain no rule for their amendment, they may be amended at any regular business meeting by a vote of the majority of the entire membership.
Amendments generally require approval by a majority of the organization's board of directors or other governing body to take effect, and only the amendments are voted on while the rest of the bylaws remain in effect as before.
Bylaws define how members must govern themselves during meetings, the frequency of meetings and even where to hold meetings. Bylaws lay out the guidelines for how and when meetings are announced and essentially help to ensure that meetings are constructive and productive.
Restatement. A restatement corrects ambiguity in the text of a bylaw by rewording for clarity, or updates bylaws to track changes in the law or the procedural needs of the organization.
A bylaw revision is a major overhaul of the bylaws. It is done when there are too many changes to be made through the amending process. Organizations should be constantly reviewing their bylaws to see if it meets their current needs.