Booster Club Bylaws Article by Article, With Sample Language

Article I. Name

The name matches the articles of incorporationArticles of incorporationThe document the founders file with the state agency that registers corporations to create a nonprofit corporation. It carries the IRS-required purpose and dissolution clauses; some states call it a certificate of incorporation or certificate of formation.All terms and the IRS determination letter exactly, including punctuation. A shorter public name is noted here, and the club checks whether its state requires registering it.

ARTICLE I. NAME
The name of this organization is [Full Legal Name] (the "Club"). The Club is
[a nonprofit corporation organized under the laws of the State of [State]]
[an unincorporated nonprofit association]. Its principal office is [address],
or another location in [County] designated by the Board.

Article II. Purpose

The purpose article repeats the IRS purpose language from the articles, then states the booster-specific purpose. The specific purpose may be narrower than section 501(c)(3), never broader. Section 3 below sets the boundary with the school, which prevents later disputes over who runs the program.

ARTICLE II. PURPOSE
Section 1. The Club is organized exclusively for charitable and educational
purposes within the meaning of section 501(c)(3) of the Internal Revenue Code,
or the corresponding section of any future federal tax code.
Section 2. Within those purposes, the Club supports the [program] at [School]
by raising funds, recruiting volunteers, and providing equipment, travel, and
other resources that benefit participating students as a group.
Section 3. The Club works in cooperation with [School] and [District] and
follows applicable district policies. The Club does not direct the program's
instruction, staffing, or student selection.

Article III. Limitations

This article adapts the IRS suggested inurement, lobbying, and political campaign language. Section 4 adds a rule against individual student accounts, because per-student credits put a booster club’s exemption at risk. See Private Benefit, Inurement, and Individual Fundraising Accounts.

ARTICLE III. LIMITATIONS
Section 1. No part of the net earnings of the Club shall inure to the benefit
of, or be distributable to, its members, directors, officers, or other private
persons, except that the Club may pay reasonable compensation for services
rendered and make payments and distributions in furtherance of the purposes
set forth in Article II.
Section 2. No substantial part of the activities of the Club shall be the
carrying on of propaganda, or otherwise attempting to influence legislation,
and the Club shall not participate in, or intervene in (including the
publishing or distribution of statements), any political campaign on behalf
of or in opposition to any candidate for public office.
Section 3. Notwithstanding any other provision of these bylaws, the Club shall
not carry on any activities not permitted to be carried on (a) by an
organization exempt from federal income tax under section 501(c)(3) of the
Internal Revenue Code, or the corresponding section of any future federal tax
code, or (b) by an organization, contributions to which are deductible under
section 170(c)(2) of the Internal Revenue Code, or the corresponding section
of any future federal tax code.
Section 4. Funds raised by the Club belong to the Club and are spent for the
program as a whole. The Club does not maintain individual student accounts or
credit fundraising proceeds to individual students or families.

Article IV. Membership

The club decides whether parents vote (membership-governed) or the board governs alone, then defines who qualifies and whether dues affect voting. See Membership Rules in Booster Club Bylaws.

ARTICLE IV. MEMBERSHIP
Section 1. Eligibility. Any parent or guardian of a student in [program], any
[School] staff member, and any other adult who supports the Club's purpose
becomes a member by registering with the Secretary for the membership year.
Section 2. Dues. Dues, if any, are set in the standing rules and are
voluntary. Payment of dues is not a condition of membership or voting.
Section 3. Voting. Each member has one vote. Members registered at least
[seven] days before a meeting may vote at it. Proxy voting is not permitted.
Section 4. Year. The membership year is the same as the fiscal year.
Section 5. Students. No student's participation in [program] depends on a
family's membership, dues, donations, or volunteer service.

A board-governed club replaces Sections 1 to 3 with:

The Club has no members with voting rights. The Board of Directors holds all
voting rights. Parents and others who register with the Club are "supporters"
who may attend general meetings, serve on committees, and receive reports,
but do not vote on the election of directors, amendments, or dissolution.

Article V. Board of Directors and Officers

In most booster clubs the elected officers are the board. The article sets the board’s size (at or above the state minimum), offices, terms, vacancies, and removal. Under Robert’s Rules of Order, an ex officio board member (one who serves because of another position, such as head coach) has full voting rights unless the bylaws say otherwise, so a coach seat should say “non-voting.” See Officer Provisions in Booster Club Bylaws.

ARTICLE V. BOARD OF DIRECTORS AND OFFICERS
Section 1. Board. The Board of Directors manages the affairs of the Club and
consists of the elected officers [and [number] directors at large]. The
[head coach/director] of [program] serves as a non-voting advisor.
Section 2. Officers. The officers are a President, Vice President, Secretary,
and Treasurer. No person holds more than one office at a time.
Section 3. Election and term. Officers are elected at the annual meeting and
serve one-year terms beginning [July 1], or until their successors are
elected. No person serves more than [two] consecutive full terms in the same
office.
Section 4. Vacancies. The Board fills a vacancy by majority vote for the rest
of the term. If the office of President is vacant, the Vice President
becomes President.
Section 5. Removal. An officer may be removed by a two-thirds vote of the
[Board/members present and voting], if notice of the proposed removal was
included in the notice of the meeting.
Section 6. Records. Within [14] days after leaving office, an officer delivers
all Club records, property, passwords, and funds to the successor.

Article VI. Meetings

This article sets the meeting calendar, notice, quorum, and electronic participation. Robert’s RulesRobert’s Rules of OrderRobert’s Rules of Order Newly Revised (RONR), the rulebook most booster club bylaws adopt for running meetings. It governs a club only if the bylaws adopt it, and state law and the bylaws come first.All terms permits meetings by video or telephone conference only when the bylaws authorize them. QuorumQuorumThe minimum number of voting members who must be present for a meeting to conduct business. The bylaws set the number, and without a quorum the meeting cannot make a binding decision.All terms should be a fixed number the club can reach, not a percentage of every parent. See Quorum for Booster Club Meetings.

ARTICLE VI. MEETINGS
Section 1. General meetings. The Club holds at least [four] general meetings
each year, including an annual meeting in [May] to elect officers and adopt
the budget.
Section 2. Board meetings. The Board meets at least [monthly during the school
year].
Section 3. Special meetings. The President, a majority of the Board, or
[ten] members in writing may call a special meeting. Only business stated in
the notice may be conducted.
Section 4. Notice. Notice of each general or special meeting is sent to
members by email at least [seven] days in advance. Notice of a proposed
amendment, budget, or removal is included in the meeting notice.
Section 5. Quorum. A quorum for a general meeting is [ten] members, including
at least [two] officers. A quorum for the Board is a majority of the number of
directors fixed by these bylaws.
Section 6. Electronic meetings. Members and directors may participate and vote
by video or telephone conference in which all participants can hear each
other at the same time, to the extent state law permits.
Section 7. Action without a meeting. To the extent state law permits, the
Board may act without a meeting if all directors consent in writing,
including by email. The Secretary files the consents with the minutes.

Article VII. Committees

Two committees belong in the bylaws because they check the officers: nominating and financial review. Others can be created by the board. See Booster Club Committees.

ARTICLE VII. COMMITTEES
Section 1. The President, with Board approval, appoints committee chairs. The
Board may create and dissolve committees.
Section 2. A Nominating Committee of [three] members, at least [one] of whom
is not on the Board, is elected at the [February] general meeting and reports
a slate at the [April] general meeting. Nominations may also be made from the
floor.
Section 3. A Financial Review Committee of at least [three] members, none of
whom is authorized to sign or approve payments, reviews the Club's books
within [60] days after the end of the fiscal year and when the Treasurer
leaves office, and reports to the Board and members.
Section 4. No committee spends funds, signs contracts, or speaks for the Club
except as authorized by the Board and the approved budget.

Article VIII. Finance

The finance article fixes the fiscal year (the club’s 12-month accounting year) and the controls that prevent loss. Dollar thresholds live in standing rules so they change without an amendment. EIN means Employer Identification NumberEINEmployer Identification Number: the nine-digit federal tax identification number the IRS assigns to the club. The club needs it to open a bank account, apply for 501(c)(3) status, and file its annual return.All terms, the club’s federal tax ID. See Internal Controls for Booster Clubs.

ARTICLE VIII. FINANCE
Section 1. Fiscal year. The fiscal year runs from [July 1] through [June 30].
Section 2. Budget. The Board proposes and the [members/Board] adopt an annual
budget before the fiscal year begins. Spending outside the budget, or above a
budget line by more than the amount set in the standing rules, requires
[Board/member] approval recorded in the minutes.
Section 3. Accounts. All funds are deposited in accounts in the Club's name
and EIN. At least two officers who do not live in the same household are
authorized signers.
Section 4. Payments. Every payment requires approval by two authorized
persons. No person approves a payment to themselves or to a member of their
household. The Club does not issue debit cards.
Section 5. Reports. The Treasurer gives a written report with bank statements
at each Board meeting. A person who is not an authorized signer reviews each
monthly bank statement.
Section 6. Conflicts. The Board adopts and annually reviews a conflict of
interest policy.

Article IX. Parliamentary Authority

Naming a parliamentary authorityParliamentary authorityThe book of meeting rules the bylaws adopt to cover anything the bylaws and state law do not, almost always Robert’s Rules of Order Newly Revised (RONR).All terms supplies rules for every procedural question the bylaws do not answer.

ARTICLE IX. PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert's Rules of Order Newly
Revised govern the Club in all cases to which they are applicable and in
which they are not inconsistent with these bylaws, any special rules of order
the Club adopts, or applicable law.

Article X. Amendments

The amendment article states who votes, the vote required, and the notice required. Under Robert’s RulesRobert’s Rules of OrderRobert’s Rules of Order Newly Revised (RONR), the rulebook most booster club bylaws adopt for running meetings. It governs a club only if the bylaws adopt it, and state law and the bylaws come first.All terms, an amendment takes effect immediately on adoption unless the motion sets another time. See How to Amend Booster Club Bylaws.

ARTICLE X. AMENDMENTS
These bylaws may be amended at any general meeting by a two-thirds vote of
the members present and voting, if the text of the proposed amendment was
sent to all members at least [14] days before the meeting. An amendment takes
effect when adopted unless the motion to adopt states a later date. No
amendment may conflict with the articles of incorporation or with Articles
III or XI except as allowed by law.

A board-governed club substitutes “a two-thirds vote of the directors then in office, with [seven] days’ written notice to each director.”

Article XI. Dissolution

This article adapts the IRS dissolution language, names a preferred recipient, and keeps the required fallback.

ARTICLE XI. DISSOLUTION
Upon dissolution of the Club, after paying or providing for its debts, the
Board shall distribute the remaining assets to [organization serving the same
program], provided it is then exempt under section 501(c)(3) of the Internal
Revenue Code, or the corresponding section of any future federal tax code. If
it is not then exempt, or cannot or will not accept the assets, the assets
shall be distributed for one or more exempt purposes within the meaning of
section 501(c)(3) of the Internal Revenue Code, or the corresponding section
of any future federal tax code, or to the federal government, or to a state
or local government, for a public purpose. Any assets not so disposed of
shall be disposed of by a court of competent jurisdiction of the county in
which the principal office of the Club is then located, exclusively for such
purposes or to such organization or organizations as the court shall
determine, which are organized and operated exclusively for such purposes. No
assets shall be distributed to any member, director, officer, or other
private person.

Certificate of Adoption

The secretary signs the adopted document so a future board can prove which version is in force.

I certify that these bylaws were adopted by [the members/the Board] of
[Club] on [date] and amended on [dates].
______________________________  Secretary        Date: ____________