Constitution & By-Laws

Proposed Update to the IAGD Constitution & By-Laws

Our current Constitution & By-Laws have served IAGD and our community for more than four decades. Following an extensive review, the IAGD Board has developed a proposed amended and restated Constitution & By-Laws to modernize our governance structure, clarify responsibilities and authority, strengthen accountability, and establish more comprehensive procedures for the future.

The proposed Constitution & By-Laws were unanimously approved by the Board of Directors (BOD) and Board of Trustees (BOT). We strongly encourage all eligible members to carefully review the proposed document and vote to APPROVE it by returning the completed ballot in the enclosed self-addressed envelope.

Review Before You Vote

We ask every eligible member to carefully review both the current and proposed Constitution & By-Laws before voting. All three documents are available below as PDFs.

Major Changes at a Glance

The proposed Constitution & By-Laws contain numerous updates. The following are the major areas members should review.

1. Modernized Governance and Legal Framework

   Updates the language, structure, and governance framework to better reflect IAGD’s role as a Michigan nonprofit religious organization.

2. Board Term Limits and Election Procedures

   Maintains a nine-member BOD and five-member BOT with staggered terms while establishing limits of three consecutive terms (9 years) for BOD members and two consecutive terms (20 years) for BOT members. It also provides for electronic voting when appropriate safeguards are available and establishes clearer procedures for nominations, ballots, elections, and tied elections.

3. Clearer BOT/BOD Roles and Authority

   The proposed document more clearly defines the BOT as the governing board under the Michigan Nonprofit Act and the BOD as the executive body responsible for managing and executing IAGD’s programs and activities.

4. Stronger Continuity and Accountability

   Provides clearer provisions concerning term limits, vacancies, removal in certain serious circumstances, and potential conflicts of interest involving immediate family members.

5. Clearer Membership and General Body Procedures

   Defines membership and Voting Member requirements more specifically and establishes clearer procedures for dues, General Body meetings, special meetings, voting rights, and quorum.

6. Stronger Officer and Committee Structure

   Formally defines key standing committees and clarifies the responsibilities of the President, Vice President, BOD Secretary, Treasurer, BOT Secretary, and BOT Chair.

7. Enhanced Financial and Organizational Controls

   Provides additional financial and administrative procedures covering special-purpose accounts, financial reporting, electronic fund transfers, authorization of corporate documents, and protections for individuals serving IAGD. It also establishes a framework for creating a charitable foundation in the future.

8. Dispute Resolution and Future Amendments

   Establishes a formal arbitration process for certain organizational disputes, including disputes between the BOD and BOT, and provides a more structured process for future amendments to the Constitution & By-Laws.