Free Legal Templates for Nonprofits

BYLAWS OF [ORG NAME] A [STATE] Nonprofit Corporation ARTICLE I — NAME, OFFICES, PURPOSE 1.1 Name. The corporation is [ORG NAME]. 1.2 Offices. Principal office is in [COUNTY], [STATE]. 1.3 Purpose. The corporation is organized exclusively for charitable, educational, and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, specifically: [MISSION STATEMENT]. ARTICLE II — MEMBERSHIP 2.1 The corporation has no members. (Most small orgs choose this. If you have voting members, this article is much longer.) ARTICLE III — BOARD OF DIRECTORS 3.1 Powers. The board manages the affairs of the corporation. 3.2 Number. The board consists of no fewer than 3 and no more than 15 directors. 3.3 Term. Directors serve 2-year terms, staggered, with a maximum of three consecutive terms. 3.4 Election. New directors are elected by the existing board. 3.5 Removal. A director may be removed with cause by a 2/3 vote of the remaining directors. 3.6 Vacancies. The board fills vacancies by majority vote. 3.7 Compensation. Directors serve without compensation, but may be reimbursed for reasonable expenses. ARTICLE IV — MEETINGS 4.1 Annual meeting. Held in [MONTH] each year. 4.2 Regular meetings. Held [MONTHLY/QUARTERLY] at a time and place set by the board. 4.3 Special meetings. Called by the chair or any 3 directors with 5 days' notice. 4.4 Quorum. A majority of directors then in office constitutes a quorum. 4.5 Action without a meeting. Permitted if all directors consent in writing (including email). 4.6 Remote participation. Directors may participate by video or phone, counted as present. ARTICLE V — OFFICERS 5.1 Officers are Chair, Vice Chair, Secretary, and Treasurer. 5.2 Officers are elected annually by the board. 5.3 Chair presides over meetings and represents the corporation publicly. 5.4 Vice Chair acts in the absence of the Chair. 5.5 Secretary keeps minutes and corporate records. 5.6 Treasurer oversees finances, ensures filings, reports to the board. ARTICLE VI — COMMITTEES 6.1 Standing committees: Executive, Finance, Governance. 6.2 The board may create other committees by resolution. ARTICLE VII — CONFLICTS OF INTEREST 7.1 The board adopts and annually reviews a Conflict of Interest Policy. 7.2 Every director, officer, and key employee signs an annual disclosure. ARTICLE VIII — INDEMNIFICATION 8.1 The corporation indemnifies directors, officers, employees, and volunteers to the fullest extent permitted by [STATE] law. ARTICLE IX — FINANCES 9.1 Fiscal year is [DATES]. 9.2 Books are audited or reviewed annually if revenue exceeds [STATE THRESHOLD]. 9.3 No part of net earnings inures to the benefit of any private individual. ARTICLE X — AMENDMENTS 10.1 These bylaws may be amended by 2/3 vote of directors at any regular or special meeting, with prior written notice of the proposed amendment. ARTICLE XI — DISSOLUTION 11.1 Upon dissolution, remaining assets are distributed for one or more exempt purposes within Section 501(c)(3), or to a federal/state/local government for a public purpose. Adopted: [DATE] Secretary: ____________________

RESOLUTION OF THE BOARD OF DIRECTORS [ORG NAME] The undersigned, being the Secretary of [ORG NAME], certifies that the following resolution was adopted by the Board of Directors at a meeting held [DATE], at which a quorum was present: RESOLVED, that [ACTION TAKEN — e.g., the corporation is authorized to open a checking account at [BANK], with [NAMED OFFICERS] authorized as signatories]. FURTHER RESOLVED, that [any related authorizations]. Approved: [VOTE COUNT, e.g., "Unanimous" or "5 in favor, 0 opposed, 1 abstaining"] ___________________________ Secretary Date: ___________

[ORG NAME] VOLUNTEER AGREEMENT Volunteer name: _______________________________ Role / activity: _______________________________ Start date: _______________________________ I understand and agree: 1. I am volunteering my time and am not an employee or independent contractor of [ORG NAME]. 2. I will not receive wages, benefits, or workers' compensation coverage. 3. I will follow [ORG NAME]'s policies, including its code of conduct and confidentiality requirements. 4. I will keep confidential any personal information about clients, donors, or staff that I learn through my volunteer service. 5. I assume the ordinary risks of the activity. I release [ORG NAME] from liability for injury, except in cases of gross negligence or willful misconduct. 6. I authorize [ORG NAME] to use photos or video taken during volunteer activities for nonprofit communications. (Initial here if NO: ____) 7. Either party may end this arrangement at any time, with or without notice. 8. I authorize a background check if my role involves [working with minors / handling money / driving / specify]. Signature: _______________________ Date: _________ Parent/guardian (if under 18): _______________________