This Fact Sheet provides information about the constitution and bylaws of a non-profit in the Yukon.
To incorporate as a non-profit under the Societies Act, you need two documents: a constitution and bylaws. These documents can be submitted to the Yukon Corporate Online Registry. In practical terms, the constitution describes the purpose of the non-profit and the bylaws are the rules for its governance. The bylaws can also be thought of as a contract between the members and the non-profit.
Constitution
The constitution lists only the name and purpose(s) of the non-profit. Everything else is in the bylaws. The only exception is that if a non-profit wishes to be a Member Funded Society, a clause needs to appear in its constitution. Member Funded Society status is unique and must be considered very carefully.
| Do’s | Don’ts | Best Practices |
| Have the name requested, approved, and reserved by the Registrar. | Use certain words in the non-profit’s name without the correct approvals e.g., government, municipality, hospital. | Keep the constitution in both a paper and digital format in an official records folder. |
| Make sure the name is unique, includes a descriptive word, and ends with “society”, “association”, or “club”. | Use purpose statements in the constitution that are inconsistent with the non-profit’s intended activities. | Provide a copy of the constitution to each director in a board manual. |
| The purposes can include agricultural, artistic, benevolent, charitable, educational, environmental, patriotic, philanthropic, political, professional, recreational, religious, scientific, social or sporting purposes. | Put anything else other than the name and purposes in the constitution. | Have the board chair or president review the constitution annually with incoming members of the board of directors. |
Bylaws
Bylaws are the rules by which your non-profit operates. These include rules about important matters such as how to become a member, conducting meetings, and elections.
| Do’s | Don’ts | Best Practices |
| Address membership i.e., how to become a member, remain in good standing, or lose membership, classes of membership, and how long it lasts. | Have any rules that conflict with the Societies Act. | Bylaws should reflect the nature, character, and operation of the non-profit, its board, and the membership structure. |
| Provide for the election or appointment of directors and their term. | Include policies governing day-to-day operations. | When in doubt, adopt and modify the sample bylaws (see below). |
| Outline meeting rules such as quorum (default is 3) and whether proxy/alternative methods of voting (electronic) are permitted. | Adopt bylaws of another non-profit without reviewing them and making sure they are a good fit for your non-profit. | Use caution in adopting or modifying the bylaws of another non-profit. |
| Stipulate any restrictions on activities of the non-profit. |
Sample Bylaws
When a group of people applies to incorporate as a non-profit, sample bylaws are provided as an example of a set of bylaws that a non-profit can adapt. A non-profit does not have to use these sample bylaws but may find them useful. Non-profits should read the sample bylaws carefully and customize them to fit the non-profit’s needs. A non-profit’s bylaws ought to reflect individual non-profits and relations amongst its members.
The sample bylaws are found here and are example bylaws that can be adopted by a non-profit under the Societies Act.
