Lawyers Recommendations for Your Constitution & Bylaws

(From the Introduction of the
SAMPLE Church Constitution & Ministry Bylaws
document produced by the Christian Law Association)

Every church, must have an operational document. This is the internal ministry document that sets forth how the organization will operate, i.e., the purposes of the organization, the election of officers, when organizational meetings will be held, if and how members will be admitted, etc. This document is commonly known as the bylaws, but may be known as the constitution or the constitution and bylaws.

In most instances, when a dispute as to the authority and duties of church officers or other governing body is taken to court, the court will look to the organization’s bylaws to determine whether or not that officer or the voting members acted within the scope of his or their duties. For legal purposes, the set of bylaws is the organization’s most important document because it sets out in detail the internal workings of the organization. It is vital that this document be prepared properly and that it include all the protections available for the organization to safeguard against many of the lawsuits that are being filed against religious organizations today. Courts generally hold that a member who joins a church with knowledge of the bylaws has agreed to be bound by the bylaws—even to those with which they may disagree.

Each state has enacted laws establishing rules by which ministries incorporated as nonprofit corporations will be governed if it has no bylaws or if the bylaws do not speak to a specific issue. It is important that your organization at least consider all the issues presented in the Sample Church Bylaws that follow. The organization may then decide that its specific method of operation does not necessitate the inclusion of a section included in the Sample.

Many questions are answered in the SAMPLE regarding Church Constitutions and Bylaws including:

• Must the church file its constitution and bylaws with the state secretary of state or any other government office?
• Do we need to take any action to repeal old bylaws when we amend them?
• May we prevent the bylaws from ever being changed by providing in our bylaws that part or all may never be amended?
• May we vote to dismiss or otherwise discipline members who are not in the meeting in which the vote is to be taken?
• If one of the rules in our bylaws is not working for the church, may we just ignore it and amend it later?

Specific questions not covered by this SAMPLE booklet should be referred to your ministry’s attorneys or to attorneys for the Christian Law Association. CLA will consult with a church or ministry free of charge.

The SAMPLE Constitution & Bylaws is annotated by attorneys for the Christian Law Association (CLA). Their comments explain the reasoning behind the recommendations in the SAMPLE.

The SAMPLE Church Constitution & Ministry Bylaws document can be ordered from CLA at http://www.christianlaw.org/ or (727) 399-8300. Search with keyword: Constitution. It is worth the investment.