The Path Ahead
Articles of incorporation. Bylaws. Internal Controls. Various policies. Procedural guides. SOPs. Job descriptions. So many documents, so many ways of doing things, so SO many thoughts on what you need, what’s nice to have, what needs to be included… Do you draft them as you need them? Should you have some in place before you need them?
Clear as mud, right?
Let’s start with Articles of Incorporation. This is the document that ‘forms’ your organization. Filed with the state, there are certain details that need to be included. Naturally, your name is a key part of your Articles, along with the address and a registered agent. This is also where you state your general purpose (more on that in a minute).
You’ll often list your initial founding board members and addresses (this can be their home or business address).
There are other things that can be included, and your state may have other requirements.
Back to that “statement of purpose” – I recommend being clear and transparent in your intended purpose, while keeping it general. Think “teaching children to read” rather than “partnering with XY library branch in Anytown, USA to host a reading hour for 4th graders to read to dogs from Anytown Humane Society.”
You want your purpose to be relevant to all the activities you want to pursue, and to allow for adjustments and shifting opportunities that may arise down the road.
Crystal clear?? It can be challenging to take all your great ideas and distill them into a 1-2 sentence summary of your purpose. That’s where an outside perspective can help! The right kind of strategic planning can also get everyone on the same page, brainstorming different ways to talk about the very highest level of purpose for your organization.
Most importantly, you CAN revise your Articles if needed or desired. Any revisions need to be filed with the state, similarly to the initial Articles of Incorporation. A little extra time and thought now can minimize future investments of time or money.
Once you have your Articles drafted, Bylaws are the next step. Your bylaws outline how you intend to operate. These are the “groundrules” you plan to follow. They are not filed with any outside entity and can be revised as needed or desired by the board (and members, if you choose to have members).
Bylaws provide some structure to your operations. You state how your board will be structured – the number of members, specific officer positions and their responsibilities, number of meetings, how board members will be notified of meetings or actions taken. I have also seen bylaws that state the organization will perform an annual audit – and the organization has never done an audit…
Tip #1 - Be sure that you actually DO what you say you will do in your bylaws!
From here, there are a variety of internal policies and/or procedural guides that will be helpful depending on the type of organization, how long it has been in existence, umber of staff, and many other considerations.
There are several policies that I recommend having, even if you don’t think you need them right now.
Code of Conduct and Conflict of Interest policies with forms signed annually by board members and key staff are top of my list. A whistleblower policy ranks high as well.
If you will be accepting donations and/or investing those funds, internal financial controls and a simple investment policy ensure everyone understands how the money is handled and that there are proper procedures in place.
There are more specific considerations for volunteer organizations and those with small staff. On the flip side, there are specific other considerations for organizations with larger staff numbers.
There are some commonalities in governance documents across organizations, and there are a lot (A LOT) of “it depends” situations that arise! Having an outside consultant review (or help draft) your documents can provide a different perspective, raising considerations you may have missed. Sometimes we are all simply too close to see the forest for the trees.