Bylaws for Non-Profit Corporations in Florida

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Bylaws for non-profit organizations are quite important, as they lay out a standard of practice allowing the company to work under the tax laws that apply to companies that aren't out to make a profit. The IRS thoroughly reviews these bylaws in order to ensure that monies received are appropriately used. In Florida, you file your non-profit bylaws once the articles of incorporation have been filed. The board of directors needs to approve these bylaws.

The Basics

Bylaws in Florida must contain a number of key components, such as the name under which the company will be functioning, the location of the principal offices, and as a general purpose for the company. These are basic building blocks of your bylaws. In the purpose, it should be stated that the company intends to operate in a manner appropriate for qualifying as a non-profit organization. The following section should cover the “Prohibited Activities” that are laid out by the IRS.


The next part of the bylaws should cover membership. This includes who is eligible, how long they are members, and their rights. You should also have a section stating when and whether you plan to have meetings of the members, and how dues are raised if this is a paid membership system.

From there the bylaws flow into the board of directors. This section lays out the job of the board, the number of members, qualifications, responsibilities and how the board is appointed or elected.

Organization Specifics

From there the bylaws progress to specifics about the Florida non-profit. If you plan to work with committees, these need to be covered. Most important, you need to include a section about amending or changing the bylaws. This allows the company to grow and change over the years. Without this type of allowance, the non-profit could find itself stuck in changing economic climates or even in changing causes. The ability to shift focus can be very important for the long-term success of the corporation.

Financial and Filing

The bylaws must cover the financial aspects of the Florida non-profit corporation, including defining when its fiscal year begins and ends. You must put in place an “out” strategy should the company ever be dissolved. This will clear up how any remaining assets would be distributed. Write a clear-cut section regarding the handling of checks, deposits, and contracts, as well as all records that will be kept.

The final piece should be the indemnification of the directors and officers. One purpose of a corporation is to limit their business liability. These bylaws, once ratified, should be filed with the Florida's secretary of state.