Bylaw Nonprofit

							Draft Bylaws
Your bylaws are essential to creating your new organization’s governing structure. Illinois law
provides a number of statutes that will apply if you do not have bylaws, but this will not suffice if
you wish to obtain an exemption from the IRS. The IRS will require you to have your own bylaws.

Read through the sample nonprofit Bylaws provided. This will help you learn how bylaws control
Board governance functions. Better yet, get bylaws from several nonprofits to get a sense of the
range of by-law options available to you. Sit down with members of your Board and discuss
issues that must be settled and draft bylaws for your new organization.

If you find that you need the assistance of an attorney, you will save money if you have thought
these things through before you engage outside counsel.

Bylaw drafting can be tedious. You do not want an attorney spending time drafting them from
scratch. You will likely end up either paying too much for the time spent, or with a version taken
from the attorney’s computer files that were drafted for another organization, not your own.

After you have settled on the bylaws that are most appropriate to your needs, present them to
your Board of Directors for its adoption. The adopted bylaws certified by your corporate Secretary
to confirm that they were duly adopted.

Amendments are indicated at the end of the bylaws by creating a running log of bylaw revisions.
This will help you remember how many editions there have been, should you wish to review
changes made in the past.

NOTE: If future bylaw amendments change your organization in significant ways (particularly
changing control or corporate purpose) you must alert the IRS by sending a copy of the changes
with your Form 990 Information Return.