What Are Bylaws?

​Bylaws are the organization’s operating manual. They are the road map, the rules of the road, the blueprint for how an entity behaves. Corporations, partnerships, not-for-profits, associations, and chambers of commerce all have Bylaws.

Bylaws are not public documents. Bylaws are private documents available only to the Directors, management, owners, members, or whomever the Board of the Directors determines should be allowed to see them.
Generally, they define:
  • Size of the Board and how it will function
  • Roles and duties of Directors and Officers
  • Rules and procedures for holding meetings, electing Directors, and appointing Officers
  • Conflict of interest policies and procedures
  • How monies will be received, saved, and distributed
  • Other essential corporate governance matters
​Many not-for-profit organizations, such as the Melbourne Regional Chamber, choose to make their Bylaws readily available to the public, though not required to do so by any law or regulation, to increase accountability and transparency. This also encourages the Board to pay closer attention to them. 

Bylaws are not a a fluid document; thus, they may be written, voted upon, and set in stone. That said, however, many organizations review their Bylaws from time to time to sync them with current technology or operating procedures. The norm is that Bylaws are revised or updated every few years.

Melbourne Regional Chamber Bylaws

The Chamber's Bylaws have been reviewed and amended or modified many times over the century. They represent the Board of Directors' current thinking on the governance of the Chamber. Though they are not changed frequently, or taken lightly, the Board DOES review the Bylaws from time-to-time with the intention of updating them. In fact, the Chamber's Strategic Plan, as approved by the Board of Directors, makes this a reoccurring task performed, every five years.

The Board Governance Committee last reviewed the Bylaws in 2016. This 10-month process brought forth a completely revised version which changed the 'letter of the law' in many places without changing the 'spirit of the law'. The intention of the Committee was to better organize the document for future quick reference by breaking down many longer sections of the previous version into numerous sections with section titles in the new version. Additionally, they clarified the language of many of the Articles, Sections, and Sub-sections to better explain the governance position of the Chamber.

​After many revisions, versions, and much debate, the current version of the Melbourne Regional Chamber Bylaws were passed by the Board of Directors on 8 Mar 17 and became the Chamber's official Bylaws.
​To download a printable PDF version of the Melbourne Regional Chamber Bylaws, Click Here: