Soapbox Engage Blog

As a nonprofit leader, you know that your mission should be at the core of everything your organization does. In fact, current fundraising trends and marketing techniques rely on mission-centric strategies to garner support for nonprofit causes because of their high potential for engagement.

To truly keep your mission central to your nonprofit’s operations, communicate it in your bylaws. These are the guiding principles for your nonprofit, meaning it’s the highest level at which you can make your mission known. In this guide, we’ll explore three methods your nonprofit can follow to do this:

Table of Contents

• Explain leadership roles.
• Establish a conflict of interest policy.
• Allow for bylaw amendments.

Think beyond straightforwardly stating your mission statement in your bylaws—when you incorporate your mission throughout, you’ll see an overall reflection of your nonprofit’s goals. Let’s take a closer look at some of the ways your organization can communicate its mission in its bylaws.

Explain leadership roles.

Foundation Group’s guide to nonprofit incorporation describes bylaws as the principles that dictate how your nonprofit will be governed by your board of directors. Since members of your board serve as the decision-makers for your organization, you must define the parameters for their roles to ensure they make decisions that align with your mission.

Incorporate your mission in the description of your governance structure by defining the following qualities of your leadership team:

• Purpose: How does the existence of each position further your nonprofit’s mission? Consider the reason each role is necessary and how it will help your nonprofit fulfill its overall goals. For example, you might include a provision for the creation of committees, such as a marketing team. In doing this, you’ll give your board the power to fulfill the nonprofit’s mission by wisely delegating tasks to the right leaders.


• Expectations: What specific duties should each leader carry out to keep in line with your nonprofit’s mission? Define each role in light of your organization’s goals. That way, your leaders can understand how their work should reflect your mission. For example, you might set a quota for the number of meetings needed in a year to truly fulfill board member duties.


• Limitations: What boundaries should you place to ensure the role remains mission-centric? Consider the ways in which the board’s actions might become misaligned with your mission. For example, you might include a section in your bylaws to address exempt activities limitations to ensure your board avoids taking actions that conflict with your nonprofit’s mission (or threaten its tax-exempt status).

Remember: Your mission is more than a high-level objective that you share via marketing channels to attract new donors. By structuring your nonprofit’s leadership according to its mission, you’ll ensure that every decision made on behalf of your nonprofit supports your long-term objectives.

Allow for bylaw amendments.

If your nonprofit has been around for some time, you’ve likely witnessed certain strategies becoming outdated. For example, selling face masks during the height of COVID-19 was a popular way to fundraise, but they’re no longer a top-selling item since mask mandates have been lifted.

Your nonprofit’s mission will likely stay the same, but its techniques may change over time. Starting a nonprofit requires clear goals and the flexibility to adjust your approach as needed to accomplish them, which is why your bylaws should include a provision that allows for amendments.

To balance adaptability and protecting the central mission communicated in your bylaws, ensure any amendments don’t compromise:

• Your 501(c)(3) status. Your mission is part of what makes your nonprofit a nonprofit! An official 501(c)(3) status signifies the IRS’s approval of your organization as mission-oriented and as having a charitable purpose. As a result, your nonprofit’s identity is at stake when amendments to your bylaws compromise the organization’s qualification for this status.


• Directors’ voting rights. As the decision-makers for your organization, board directors must have protected voting rights in order to fulfill your nonprofit’s mission. Be sure to include a provision in your bylaws against making amendments that affect board directors’ voting rights. If a change to their voting rights is absolutely necessary, include special requirements for passing such an amendment.


• The Articles of Incorporation: Upon incorporation, organizations must include their purpose and mission in their Articles of Incorporation. Getting Attention explains that this filing establishes your organization as an entity separate from its founders. As such, any amendments made to your bylaws should stay true to the organization’s original incorporation.

Set guidelines for passing amendments to standardize the process. That way, board directors will know the proper procedure for making any necessary changes without compromising your nonprofit’s mission.

Establish a conflict of interest policy.

Your nonprofit’s staff might be devoted to your fundraising calendar, but outside of your nonprofit, they’re friends, family, and community members with personal interests. The reality of nonprofit leadership is that no one is void of external affiliations or positions of responsibility outside of your organization.

Because of this, you must understand that your mission might not always be the personal mission of your staff members, officers, and board. To ensure everyone works in the best interest of your nonprofit’s mission, establish a conflict of interest policy that addresses:

• How to identify a conflict of interest. Explain what a conflict of interest is, including specific examples of it, such as nepotism. A section in your bylaws on relevant definitions might also be helpful for those wondering what constitutes a conflict of interest.


• A duty to disclose the issue to board members and directors. Include a requirement for anyone associated with the nonprofit to reveal any conflicts of interest if identified.


• Procedures for resolving the conflict. Establish how the conflict of interest should be addressed, including details such as how many votes are needed to pass an arrangement that would resolve the issue.


• What to do if the conflict of interest policy is violated. For example, what should the board do if they have reason to believe someone knew about a conflict of interest but didn’t disclose it?

You’ll stay on track to fulfill your mission when everyone works together and prioritizes a common purpose. Plus, addressing conflicts of interest can reinforce your mission by reminding staff members and leaders of the nonprofit’s top priority. Do everything in your nonprofit’s power to stay on top of conflicts of interest, such as following the best nonprofit bookkeeping practices to ensure all funds are accounted for. Be sure to also monitor your officers, board members, and staff to check for any affiliations that could jeopardize the organization.

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Because these binding legal documents have the power to guide how your organization will operate, it’s vital that you make your mission prevalent in each section of your nonprofit’s bylaws. Be sure to show your appreciation for the leaders who abide by these guiding principles. After all, their dedication to your nonprofit’s mission is what truly drives your efforts forward.