Your Bylaws Are Too Complicated
Bylaws are the internal rules that guide how a nonprofit organization operates. They provide high-level direction on board composition, decision-making, roles and responsibilities, membership structure, and other core governance practices. They’re legally required and essential for any nonprofit to have—and to follow.
Yet far too often, nonprofit leaders are unfamiliar with what their bylaws actually say. They follow some of the rules but overlook others. In most cases, this isn’t due to negligence but confusion. Many bylaws contain rules that no longer make sense, aren’t relevant to current practice, or are written so narrowly that they’re nearly impossible to follow consistently. This is why it’s important for boards to regularly review their bylaws, understand them, and revise them when needed.
The most common issue I see is that nonprofit bylaws are simply too complicated. Even when they were drafted with the best intentions, over time leaders forget what the bylaws say, and overly detailed guidelines become barriers instead of tools. Bylaws should absolutely provide guardrails, but those guardrails don’t help anyone if they’re unclear or constantly ignored. And when a nonprofit repeatedly fails to follow its own rules, it risks losing organizational credibility. A nonprofit must do what it says it will do—every time.
How Your Bylaws Should Be Written
If you want bylaws that your team can actually follow, they must be:
1. Simple
Bylaws should focus on the what, not the how. Keep them limited to core governance requirements—things unlikely to change frequently. Avoid micromanaging processes or describing operational details. The simpler the bylaws, the easier they are to remember, follow, and enforce.
2. Straightforward
Use clear, plain language. Skip legal jargon and complicated clauses. When people need a dictionary to understand your bylaws, they won’t use them. Each section should answer one clear question: What rule do we need in order to govern effectively? If it’s not essential for oversight or legal compliance, it doesn’t belong in the bylaws.
3. Useful
Your bylaws should be a practical tool—not a filing-cabinet artifact. Write them so they support real-life decision-making and reflect how your board actually operates. If a rule isn’t realistic for your organization to follow consistently, revise it or move it to a policy document where it can be adjusted as needed.
4. Durable
Good bylaws should stand the test of time. Describe principles, structures, and high-level processes—not specific dates, names, job tasks, or procedures. Details change. Governance structures should evolve slowly. The more durable your bylaws are, the less often they need major revisions.
5. Supported by Policies
Think of bylaws as your organization’s constitution. Policies and procedures—things like committee charters, financial procedures, or meeting protocols—should live outside the bylaws, where they can be updated without a full board or membership vote. This prevents your bylaws from becoming cluttered with operational minutiae.
Clear, simple, and practical bylaws strengthen your nonprofit’s governance and ensure your organization operates with consistency and integrity. If your bylaws have become confusing, outdated, or too detailed to follow, it may be time for a thoughtful review.
If you’d like support evaluating or refining your bylaws, Mustful Strategic Consulting can help. We work with nonprofits to simplify governance documents, align them with current practice, and create bylaws that leaders can confidently follow.
Contact us anytime to get started.