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Creating Bylaws

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CREATING BYLAWS

WRITING AND REVISING YOUR BYLAWS

Crafting bylaws is important to structure an organization, and for U.S. guilds, a requirement in order to join the MQG under the 501(c)(3) umbrella federal tax status. Bylaws are legal documents that govern your local guild business. Bylaws also provide guidance regarding leadership and general membership that supports the regular business of your guild. As you craft your guild’s bylaws, use language specific enough to provide guidance as well as language broad enough to provide flexibility as your guild grows and changes.

 

Sample bylaws are available on the MQG website Specific parts of the bylaws are required to be an affiliate member of the MQG, and that information is outlined below.

 

We have compiled a list of sections topics to help you think about how you want your guild to function. Bylaws are the foundation of your guild and generally require approval of a majority of members to amend, so cover items that will not change frequently. But, remember that bylaws are not set in stone and should be reviewed and amended as your guild grows.

 

REQUIRED SECTIONS IN YOUR BYLAWS (U.S. GUILDS ONLY)

For U.S. Guilds, there are some sections of your bylaws that are a requirement as an affiliate guild of the MQGs. Those sections include the following:

 

  • Your guild name and address (which can be different from your meeting location)
  • Your guild fiscal year needs to run from January 1st to December 31st to align with the MQG.

Guild Purpose

The Guild is organized and will be operated exclusively for charitable, religious, educational, or scientific purposes, including, for such purposes, the making of distributions to organizations that qualify under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.    

This Guild is additionally organized to do any and all lawful acts that may be necessary, useful, suitable, or proper for the furtherance of accomplishment of the purposes of this Guild. Notwithstanding any other provision of these articles, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

The Guild is an affiliate member of the Modern Quilt Guild Inc. Through a group exemption with the Modern Quilt Guild Inc., the Guild is a 501(c)(3) tax-exempt organization.

  • Within the scope of these purposes the Guild is organized and operated to
  • Develop and encourage the art of modern quilting,
  • Work with other guilds and groups with a similar purpose,
  • Encourage new quilters and other fiber artists interested in non-traditional and non-art fiber projects,
  • Offer educational opportunities through classes, workshops and sharing of information, and
  • Support and provide opportunity for “charity” or other works that provide back to the community through the use of modern quilting skills.

The assets and property of the Guild are hereby pledged for use in performing its exempt purpose.

 

No Private Inurement

No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the Purpose of the Guild


ITEMS TO COVER IN YOUR BYLAWS

BASICS

At a minimum, bylaws should contain your guild name and address (which can be different from your meeting location), and confirm your guild fiscal year, which needs to run from January 1st to December 31st to align with the MQG.

CODE OF CONDUCT

It is a good practice to have general guidelines regarding the conduct of members, and especially to have the these practices documented, in the event that you have to have a frank conversation with a member about their conduct within your Guild. These can be included in your bylaws, guild handbook, or policies and procedures statements, and can include items like:

 

  • Non-Discrimination/ Non-Harassment Policy
  • General Code of Conduct
  • Conflict of Interest
  • Solicitation
  • Political Lobbying
  • Privacy Policy (social media, data privacy, membership list distribution)
  • Member removal process
  • Inclusion statements

 

MEMBERSHIP REQUIREMENTS:

Bylaws should outline who can become a member, what general membership benefits and responsibilities look like, dues, and membership rolls. Some areas you may want to address, depending on your guild makeup are:

 

  • Benefits, rights, and responsibilities of membership
  • Types of levels of membership (General, Business, Student, Youth)
  • Dues for each membership level
  • Time period covered by dues
  • When annual dues are collected
  • Process for revision of dues amounts
  • Policy for removing non-renewing members from the rolls
  • Proration of dues for members who join midterm
  • Transferring of guild membership from another guild or from an individual to a guild member
  • Guest or visitor policy

 

MEETINGS:

General guidance around various meeting types should be included in your bylaws. Some topics you might want to include are:

  • Officer Meetings: How often do officers meet? For what purpose? Are they required to be in person? Is there an attendance requirement for officers? Are there rules governing officer meetings?
  • General Membership Meetings: Record the day they are held (ie 2nd Tuesday of the month) and time period of the meeting (7:00-9:00) Are there rules that govern your meeting?
  • Meeting Minutes: When and what method will minutes be disseminated? Will these be for all meetings or just officer meetings?
  • Other Types of Events: you can outline any structure to events such as sew days, charity events, and annual business meetings
  • Special Meetings: You can establish guidelines on who can call a special meeting, for what purpose, and any notification guidelines around special meetings.

 

FINANCES:

Finances are an important aspect of fulfilling your legal obligations as a guild. It is also an important factor in being transparent and accountable to the membership at large. Some things you may want to consider regarding finances are:

  • The guild’s fiscal year needs to run January 1st to December 31st to align with the MQG.
  • Who is responsible for maintaining the finances of the guild? This is typically the Treasurer.
  • Where are the financial records held and who has access to them?
  • Will guild accounts be subject to a review process?
  • How often are financials reported to general membership?
  • How are expenditures approved?
  • Liability Insurance: who is required to be covered and how will payments be handled?
  • Contracts: Who has the authority to enter into contracts?
  • Dissolution: it is hard to imagine right now, but setting up a plan for a future dissolution of the guild is important. There are requirements for dissolving a non-profit organization, so be sure to research the regulations in your area.

 

Many of these items are explained in greater detail in the Guild Finance Section Here ((LINK TO GUILD FINANCE SECTION))

CHANGING BYLAWS:

Guilds change over time, and your bylaws should too. A process for reviewing and changing the bylaws should be a part of your bylaws. Things to consider are:

  • How often will bylaws be reviewed? Who will do the review?
  • Who can recommend an ad hoc revision of the bylaws?
  • How will recommended changes to the bylaws (ad hoc or peer review) be approved by membership/officers? (voice vote, show of hands, paper ballot)
  • Does a quorum, a majority of membership, need to exist prior to taking a vote?

 

ADDITIONAL RESOURCES