Bylaws
Foundational governing rules: establish the legal and structural framework of nonprofit operation
Legally binding: must comply with state and federal law; required for incorporation and tax-exemption
Difficult to change:
Amendments require:
- a vote by the Board
- a vote by 2/3s of members present at the annual meeting
- advance notice of one (1) month
High-level: core structure and processes of the organization
Policies
Detailed internal rules or guidelines that direct day-to-day and operational decisions
Not usually legally required, but essential for good governance
Easier to change: The Board can adopt, revise, or remove policies without the formal amendment process required for Bylaws.
More detailed and flexible: Focus on specific practices and standards