Legal Question in Business Law in California

I hope the current need to find your bylaws is not due to a lawsuit or major controversy within the organization.

Here are a couple of suggestions. It seems likely that the original bylaws were NOT created out of the collective imaginations of the nonprofit's founders. Very likely, they were copied entirely or in substantial part from (a) a book on "how to form a nonprofit corporation" or (b) the bylaws of another, then-existing nonprofit with a similar purpose.

Therefore, I suggest you ask as many of the original founders as can be located, "Do you have any old books on forming nonprofits in your library?" Also, ask yourselves "Who in this group might have had access to the bylaws of a similar organization?"

Anyone who was a secretary of the corporation in the past, or their surviving spouse, might have a copy.

Consider whether they may have been produced (or later stored) on someone's computer, Computer forensics experts can resurrect almost anything that ever was on a computer, whether or not it has been "deleted."

If these and similar measures fail, you'll need to adopt replacement bylaws. There are three possible ways to create them: (1) hire a lawyer; (2) adapt those in a book for California nonprofits; or (3) copy those of a similar organization, making changes as appropriate. Be sure to use a current model to capture the latest statutory rules and limitations, and be sure to adopt them formally at a meeting of the membership.

As a Franchise Attorney I agree with the other attorney answer and only add the following. Usually there is no public record of bylaws, so if they're lost, they're gone. Not the end of the world by any means. It's relatively easy to adopt substitute bylaws as long as the proper formalities are observed. Consult with a good business or franchise attorney in your area for specific advice.

Mr. Franchise - Kevin B. Murphy, B.S., M.B.A., J.D.

Franchise Foundations, a Professional Corporation

Nobody had them but you and your agents. If you can't find any of the copies made by those who created them originally, you get to create new ones.