Bylaw

Bylaw

[bahy-law]
A bylaw (sometimes also spelled by-law or byelaw) most commonly refers to a city or municipal law or ordinance, passed under the authority of a charter or provincial/state law specifying what things may be regulated by the municipality.

The main difference between a bylaw and a "law" passed by a federal, state or provincial body, is that a bylaw is a regulation passed by a non-sovereign body, which derives its authority from another governing body. A municipal government gets its power to pass laws through a charter or a law of the state/provincial or federal government which specifies what things the city may regulate through bylaws. Similarly, a business or corporate body also gets its ability to pass bylaws relevant to its operation from some law or act passed by some public body for the purpose of regulating corporate activities.

A common mnemonic device for remembering the typical articles in bylaws is NOMOMECPA, pronounced "No mommy, see pa!" It stands for Name, Object, Members, Officers, Meetings, Executive board, Committees, Parliamentary authority, Amendment.

Etymology

The term was originally the Viking town law in the Danelaw. Contrary to popular etymology the element by has nothing to do with the preposition by. It is the Old Norse word for larger settlement as in Whitby and Derby (compare with the modern Danish-Norwegian word "by" meaning town, or the modern Swedish word "by", meaning village).

Municipal vs. other uses of the word

An important distinction must be made: although organizational, corporate or institutional bylaws share the same name as municipal ones, and both types of bylaws are enacted by non-sovereign bodies, municipal bylaws are public regulatory laws not unlike acts and statutes of a state or federal government, inasmuch as they apply to everyone living, working or passing through a municipality. Corporate and organizational bylaws regulate only the organization to which they apply. Another key difference is that municipal bylaws frequently set out what things can and cannot be done in a municipality (such as where vehicles may park or stop), as well as respond to a specific need (such as a bylaw to borrow emergency funds) in addition to establishing operational procedures and setting out the form and design of a city government or operation. Corporate or organizational bylaws are generally only of the operational sort, setting out the form, manner or procedure in which a company or organization should be run. Since a company can enact changes through executive decisions, such as the borrowing of emergency funds, bylaws serve the primary function of "incorporating" rules, laying the groundwork for the rules of operation of an organization. Thus, corporate or organizational bylaws serve a similar function within a company or organization as a constitution would in a national government, whereas municipalities frequently use bylaws as a method of enactment of decisions. Since municipalities generally have an incorporation document, such as a charter, or are subject to a municipal charter passed by the sovereign body regulating it and all the other cities in that province, cities would not use bylaws as incorporation or establishment regulations.

Therefore, within its jurisdiction and specific to those areas mandated by the higher body, a municipal bylaw is no different than any other law of the land, and can be enforced with penalties, challenged in court and must comply with other laws of the land, such as the country's constitution or the Charter of Rights. For this reason, a municipal bylaw is frequently enforced through the public justice system, and offenders can be charged under the relevant offense laws, in a "quasi-criminal" fashion; corporate or business bylaws are rules within the realm of civil law. Most common bylaws include parking & stopping regulations, animal control, building and construction, licensing, noise, zoning and business regulation. The word bylaw is more frequently used in this context in Canada and some Commonwealth countries, whereas in the United States, the words code, ordinance or regulation are more frequent. Accordingly, a Bylaw enforcement officer is the Canadian equivalent of the American Code Enforcement Officer or Municipal Regulations Enforcement Officer.

Corporate bylaws

A bylaw is a rule governing the internal management of an organization, such as a business corporation. Bylaws cannot countermand governmental law.

In a business situation, bylaws are drafted by a corporation's founders or directors under the authority of its Charter or Articles of Incorporation. Bylaws widely vary from organization to organization, but generally cover topics such as how directors are elected, how meetings of directors (and in the case of a business, shareholders) are conducted, and what officers the organization will have and a description of their duties.

Bylaws generally cannot be amended by an organization's Board of Directors; a super-majority vote of the membership, such as two-thirds present and voting or a majority of all the members, is usually required to amend bylaws.

In parliamentary procedure, particularly Robert's Rules of Order, the bylaws are generally the supreme governing document of an organization, superseded only by the charter of an incorporated society. The bylaws contain the most fundamental principles and rules regarding the nature of the organization. It was once common practice for organizations to have two separate governing documents, a constitution and bylaws, but this has fallen out of favor because of the ease of use, increased clarity, and reduced chance of conflict inherent in a single, unified document. This single document, while properly referred to as the bylaws, is often referred to as a constitution or a constitution and bylaws. Unless otherwise provided by law, the organization does not formally exist until bylaws have been adopted.

Local bylaws

In the public law of some jurisdictions, bylaws are codes and regulations adopted by and governing matters within the purview of sub-state entities, such as parking, zoning, and retail business licensing. See: ordinance.

Local union bylaws

Trade unions ordinarily have constitutions, which govern activities of the international office of the union as well as how it interfaces with its locals. The locals themselves can set up their own bylaws to set out internal rules for how to conduct activities.

References

See also

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