Most churches, whether incorporated or unincorporated, have a governing document that addresses several issues of governance and administration. While the name for this document varies from church to church, it often is called bylaws.
The Model Nonprofit Corporations Act (3rd ed. 2008), which has been adopted by several states, defines bylaws as "the code or codes of rules (other than the articles of incorporation) adopted for the regulation and governance of the internal affairs of the nonprofit corporation, regardless of the name or names used to refer to those rules."
One court defined bylaws as follows:
The bylaws of a corporation are the rules of law for its government. The term "bylaw" may be further defined according to its function, which is to prescribe the rights and duties of the members with reference to the internal government of the corporation, the management of its affairs, and the rights and duties existing among the members. Bylaws are self-imposed rules, resulting from an agreement or contract between the corporation and its members to conduct the corporate business in a particular way. Until repealed, bylaws are the continuing rule for the government of the corporation and its officers. Schraft v. Leis, 686 P.2d 865 (Kan. 1984).
Because bylaws contain rules for internal governance and administration, they are indispensable for both incorporated and unincorporated churches.
What's Included in Church Bylaws?
The Model Nonprofit Corporations Act (3rd ed. 2008) also states that "the bylaws of a nonprofit corporation may contain any provision for managing the activities and regulating the affairs of the corporation that is not inconsistent with law or the articles of incorporation." The following subjects generally pertain to "managing the activities and regulating the affairs of" a church, and are commonly included in a church's bylaws:
- Qualifications, selection, and expulsion of members
- Time and place of annual business meetings
- The calling of special business meetings
- Notice for annual and special meetings
- Quorums at meetings of the membership and church board
- Voting rights and requirements
- Selection, tenure, and removal of officers and directors
- Filling of vacancies on the church board
- Responsibilities of directors and officers
- The procedure for amending bylaws
- The procedure and voting requirements for purchases and conveyances of church property
- The designation of standing committees (such as audit committee, an investment committee, and an insurance committee)
The drafting of church bylaws is a complex task that should not be attempted without the assistance of an attorney. Knowing what to include, and exclude, from your bylaws are important tasks that require legal knowledge and experience.
Adapted from "Governing Well," Church Law & Tax Report.
For more information on church administration, see Pastor, Church & Law: Church Property & Administration.
This content is designed to provide accurate and authoritative information in regard to the subject matter covered. It is published with the understanding that the publisher is not engaged in rendering legal, accounting, or other professional service. If legal advice or other expert assistance is required, the services of a competent professional person should be sought. "From a Declaration of Principles jointly adopted by a Committee of the American Bar Association and a Committee of Publishers and Associations."
Due to the nature of the U.S. legal system, laws and regulations constantly change. The editors encourage readers to carefully search the site for all content related to the topic of interest and consult qualified local counsel to verify the status of specific statutes, laws, regulations, and precedential court holdings.