Updating Your Nonprofit Group’s Bylaws: How and Why

Following is a transcript of this podcast episode, with audio/video below.

Welcome to the Two-Minute Treasurer’s Tip Podcast. I am your host Cyndi Meuchel with MoneyMinder where we’re hoping to make your life as a volunteer easier.

Hannah says: Covid has changed the way our group must operate now. How do we go about changing our bylaws to reflect this?

That’s a great question. I suspect many, many organizations are finding themselves in the same situation you are Hannah. To better help our listeners, let me start with why you might want to change your bylaws. Then tell you how to go about that.

First of all, it’s a best practice to review your bylaws annually no matter what. This is the best way to make sure they still “fit”. For example, if your bylaws state that you need to meet in person to vote and you can only meet virtually because of Covid, they need to be amended. Some bylaws also state who can vote, who can attend meetings, who can hold an office, they often address term limits, quorum requirements, membership specifics, changes to your financial year, things like that. You may need to adjust these requirements over time as your nonprofit grows or changes.

Your bylaws are the first place you’re going to go when a question comes up as to what your group is or isn’t allowed to do. They are great to rely on because they are the “rules”. There’s nothing emotional or personal about it. They are the guiding document or your organization.

To change your bylaws, first refer to your bylaws. The process for making changes should be written in your bylaws. So check that first to see what you need to do internally. Next, check your state’s laws regarding how to file your amendments.

Your state’s Secretary of State website will walk you thru that. There is usually a nominal fee charged. For example, here in Washington State, where I am, there’s a $30 filing fee.

After these have been filed with the state, then you may need to submit them to the IRS as well, if you’re a tax exempt organization. In particular, if you’re changing something like your accounting period. If you do something like that that also requires that you’ll need to fill out and file a Form 1128 with the IRS. I know. There are a few hoops to jump thru, but well worth it to maintain a highly functioning nonprofit.

That’s it for today! Be sure to click the subscribe button to get new episodes automatically. And if you have a question, email it to me at [email protected] so I can address it down the road. My name is Cyndi Meuchel and this is your Two-Minute (plus a little bit) Treasurer’s Tip for today.

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