Draw On Legal Virginia By-Laws Forms For Free

Action without meeting. A. Action required or permitted by this chapter to be taken at a shareholders' meeting may be taken without a meeting if the action is taken by all the shareholders entitled to vote on the action, in which case no action by the board of directors shall be required.

Committees. A. Unless the articles of incorporation or bylaws provide otherwise, a board of directors may create one or more committees and appoint members of the board of directors to serve on them.

If a corporation has no members or no members with voting rights, a director may be removed pursuant to procedures set forth in the articles of incorporation or bylaws, and if none are provided, a director may be removed by such vote as would suffice for his election.

Do bylaws need to be signed? Technically, it's possible for a board of directors to adopt bylaws without signing them. However, signing your bylaws demonstrates that everyone is on the same page about how your corporation will function.

In most states the laws dictate the minimum size for nonprofit boards. Usually it is three, but in some states only one board member is required. Some boards function under a representational mandate; their composition needs to reflect the constituency, and this creates an upward pressure on the size.

The directors make up your board of directors, who help govern the organization and provide experience, insight, and networks. Virginia only requires one director, but you need at least three unrelated individuals over the age of 18 to apply for tax-exempt status with the IRS.