Template bylaws for a student association, with commentary
Template bylaws for a student association, clause by clause: what the French 1901 law really requires, what is your choice, and the pitfalls to avoid.
The bylaws are the contract that binds the members of an association. They are written in an evening, rarely reread, and rediscovered the day a general meeting is challenged or a handover is stuck. Here is a template for the bylaws of a student association, clause by clause, with what each one commits you to.
Statuts
Article 1 — Constitution et dénomination. Il est fondé entre les adhérents aux présents statuts une association régie par la loi du 1er juillet 1901 et le décret du 16 août 1901, ayant pour titre : [nom de l'association].
Article 2 — Objet. L'association a pour objet de [objet].
Article 3 — Siège social. Le siège social est fixé à [adresse].
Article 4 — Durée. La durée de l'association est illimitée.
What the law actually requires: very little
The French law of 1 July 1901 on associations runs to a few articles, and it leaves the founders almost complete freedom.
- Its article 1 defines the association: the agreement by which two or more people pool their knowledge or their activity, for a purpose other than sharing profits. Two people are therefore enough.
- Its article 5 sets out what the declaration must make known: the name of the association, its purpose, its registered office, and the identity of the people in charge of its administration. The bylaws are attached to the declaration.
That is all. The law requires no president, no treasurer, no board, no annual general meeting, no quorum and no length of term. The "president, secretary, treasurer" trio is a custom.
Two caveats. Associations whose registered office is in Alsace or Moselle come under local law, not the 1901 law. And a school may ask for specific clauses before it recognises an association: check this before putting the text to a vote.
In the template below, the passages in square brackets are to be filled in, and each group of clauses is followed by a commentary.
Template translated for reference: the document you file or sign in France must be written in French.
Name, purpose, registered office, duration
Article 1 — Formation and name. An association governed by the law of 1 July 1901 and the decree of 16 August 1901 is founded between those who subscribe to these bylaws, under the name: [name of the association].
Article 2 — Purpose. The purpose of the association is to [purpose]. It may carry out any action that contributes directly or indirectly to this purpose, in particular the organisation of events and the occasional sale of products or services linked to its activities.
Article 3 — Registered office. The registered office is at [address]. It may be transferred by decision of the board.
Article 4 — Duration. The association is formed for an unlimited period.
The purpose is the most important clause. Write what the association really does, and mention the activities that bring in money (ticketing, bar, sales): an activity missing from the purpose is on weak ground.
The registered office. If you set it at the school's address, ask for the school's written consent. A transfer of the registered office still has to be declared.
Members: admission, membership fee, removal
Article 5 — Composition. The association is made up of active members. An active member is any person [enrolled at / studying at …] who subscribes to these bylaws and pays the annual membership fee.
Article 6 — Membership fee. The amount of the membership fee is set each year by [the general meeting / the board]. It is valid from [date] to [date].
Article 7 — Loss of membership. Membership is lost through resignation, death, non-payment of the membership fee, or removal decided by the board for serious cause, the person concerned having first been invited to give their explanations.
Who can join? Students of the school only, alumni, outsiders: decide, and state for each category of member whether it votes.
The membership fee period determines who votes. Align it with the academic year rather than the calendar year.
Removal must give the member the chance to explain themselves before the decision. An exclusion decided without hearing the member is on weak ground.
The general meeting: notice, quorum, majority
Article 8 — Ordinary general meeting. The general meeting comprises all members whose membership fee is paid up. It meets at least once a year, convened by the president by notice sent by email at least [fifteen] days before the date set, together with the agenda.
It is entitled to deliberate if [one quarter] of the members are present or represented. Failing that, a second meeting is convened within [fifteen] days and deliberates whatever the number of members present.
Decisions are taken by a majority of the votes cast. Each member may hold no more than [two] proxies. Voting is by show of hands, except for elections, which are held by secret ballot.
Article 9 — Extraordinary general meeting. Convened by the president or at the request of [one quarter] of the members, the extraordinary general meeting decides on amendments to the bylaws and on dissolution. It deliberates under the conditions of article 8 and decides by a majority of [two thirds] of the votes cast.
Everything in these two articles is a matter of choice. Four points deserve discussion.
- The quorum. A quorum of one half is rarely reached in an association with several hundred members; no quorum at all lets ten people decide everything. One quarter, with a second meeting convened without a quorum, is a common compromise.
- The basis of calculation. "Votes cast" leaves out abstentions; "members present or represented" counts them as votes against. Choose one wording and keep it throughout.
- Proxies. Without a cap, a member can turn up with thirty proxies.
- Remote voting. It is possible only if the bylaws provide for it. If you want it, add a sentence: "The meeting may be held remotely, and the vote may take place electronically, under arrangements set by the board that guarantee the identification of voters."
How a meeting runs is set out in detail in organising your association's general meeting.
The board: composition, powers, length of term
Article 10 — Board. The association is run by a board of [three to seven] members, elected for [one year] by the general meeting and eligible for re-election. It includes at least a president, a secretary and a treasurer.
Article 11 — Powers. The board meets when convened by the president or at the request of half of its members. It takes its decisions by majority; in the event of a tie, the president has the casting vote.
The president represents the association in all acts of civil life and may delegate their powers in writing. The treasurer keeps the accounts and reports on their management to the general meeting. The secretary writes the minutes and keeps the list of members up to date.
Article 12 — Unpaid office. Board members serve as volunteers. Expenses incurred for the association are reimbursed on presentation of a receipt.
The length of term. One year matches the rhythm of an academic year. Also set the date on which the elected board takes office. See the board handover.
Representation. This is the sentence that the bank, the school and partners read to find out who can sign.
Resources, internal rules, amendment, dissolution
Article 13 — Resources. The resources of the association comprise membership fees, grants, income from its activities, donations, and any resource permitted by laws and regulations.
Article 14 — Internal rules. Internal rules may be drawn up by the board and submitted to the general meeting for approval. They set out the points not covered by the bylaws.
Article 15 — Dissolution. Dissolution is decided by the extraordinary general meeting, which appoints one or more liquidators. The net assets are allocated to [an association pursuing a comparable aim / the association designated by the meeting].
Done at [place], on [date]. [Names, capacities and signatures of at least two officers]
The internal rules hold whatever changes often: rules for reimbursing expenses, how the teams operate.
Dissolution. Article 9 of the 1901 law provides that the assets are transferred in accordance with the bylaws or, failing that, as the general meeting decides. The members cannot share the assets among themselves: the purpose of an association is not to distribute profits.
An example: what a single clause changes
An association of 300 members wants to amend its bylaws. Forty members come to the meeting.
- If its bylaws require a quorum of one half of the members, 150 were needed: the meeting cannot deliberate, and probably never will be able to.
- If they require one quarter, 75 were needed: the meeting is closed, but the second meeting, without a quorum, will be able to vote fifteen days later.
- If they provide for no quorum, the forty present decide immediately for the three hundred.
None of these three rules is illegal. They do not produce the same association.
Before signing: the checklist
- the purpose covers all the planned activities, including those that generate income;
- the conditions for membership and for voting are unambiguous;
- quorum, majority and basis of calculation are written the same way throughout the text;
- the number of proxies per member is capped;
- the person who represents the association is named;
- the bylaws are dated and signed by at least two officers, as the declaration procedure requires.
Frequently asked questions
Is a president, a secretary and a treasurer compulsory?
No. The 1901 law imposes no particular organisation. An association can be run by a college of co-presidents, for example. Two founders are enough (article 1 of the law). The declaration only requires the identity of the people in charge of the administration to be known.
How do you amend the bylaws?
By following the procedure that the bylaws themselves lay down, most often a vote at an extraordinary general meeting. The amendment is then declared within three months (article 5 of the 1901 law).
With toGaether
In toGaether, the bylaws and the minutes are stored in the association's documents, and the list of members and their membership fees is kept up to date throughout the year: on the day of the meeting, you know who can vote. For all the steps, read setting up a student association.
This template gives a general outline; adapt it to the way you operate and to your institution's requirements before having it adopted.
