Editing Nonprofit organization (section)

===Formation and structure===
In the United States, nonprofit organizations are formed by filing bylaws, [[articles of incorporation]], or both in the state in which they expect to operate. The act of incorporation creates a legal entity enabling the organization to be treated as a distinct body (corporation) by law and to enter into business dealings, form contracts, and own property as individuals or for-profit corporations can.

Nonprofits can have members, but many do not. The nonprofit may also be a [[Trust law|trust]] or [[Voluntary association|association]] of members. The organization may be controlled by its members who elect the [[board of directors]], [[board of governors]] or board of [[trustee]]s. A nonprofit may have a delegate structure to allow for the representation of groups or corporations as members. Alternatively, it may be a non-membership organization and the board of directors may elect its own successors.

The two major types of nonprofit organizations are membership and board-only. A membership organization elects the board and has regular meetings and the power to amend the bylaws. A board-only organization typically has a self-selected board and a membership whose powers are limited to those delegated to it by the board. A board-only organization's bylaws may even state that the organization does not have any membership, although the organization's literature may refer to its donors or service recipients as 'members'; examples of such organizations are [[FairVote]]<ref>[http://www.fairvote.org/?page=6 FairVote – Board of Directors<!-- Bot generated title -->] {{Webarchive|url=https://web.archive.org/web/20081030044259/http://fairvote.org/?page=6 |date=30 October 2008 }}.</ref><ref>[http://www.fairvote.org/?page=168 FairVote – FAQs<!-- Bot generated title -->] {{Webarchive|url=https://web.archive.org/web/20081023121012/http://www.fairvote.org/?page=168 |date=23 October 2008 }}.</ref> and the [[National Organization for the Reform of Marijuana Laws]].<ref>[http://norml.org/index.cfm?Group_ID=3416 NORML Board of Directors – NORML<!-- Bot generated title -->] {{Webarchive|url=https://web.archive.org/web/20081030033542/http://www.norml.org/index.cfm?Group_ID=3416 |date=30 October 2008 }}.</ref> The [[Model Nonprofit Corporation Act]] imposes many complexities and requirements on membership decision-making.<ref>{{cite book|title=How to Convert Taxes into Profits: Professional Guide for Non Profit Organizations|publisher=International Business Publications|page=12|url=https://books.google.com/books?id=I9zBptuV1-wC&q=The+Model+Nonprofit+Corporation+Act+imposes+many+complexities+and+requirements+on+membership+decision-making&pg=PA12|access-date=28 October 2014|isbn=9781438722160|date=20 March 2009}}{{Dead link|date=October 2023 |bot=InternetArchiveBot |fix-attempted=yes }}</ref> Accordingly, many organizations, such as the [[Wikimedia Foundation]],<ref>{{cite web |url=https://wikimediafoundation.org/wiki/Wikimedia_Foundation_bylaws#ARTICLE_III_-_MEMBERSHIP |title=Bylaws |publisher=Wikimedia Foundation |date=14 July 2010 |access-date=31 July 2010 |archive-date=23 January 2008 |archive-url=https://web.archive.org/web/20080123082936/http://wikimediafoundation.org/wiki/Wikimedia_Foundation_bylaws#ARTICLE_III_-_MEMBERSHIP |url-status=live }}</ref> have formed board-only structures. The [[National Association of Parliamentarians]] has generated concerns about the implications of this trend for the future of openness, accountability, and understanding of public concerns in nonprofit organizations. Specifically, they note that nonprofit organizations, unlike business corporations, are not subject to [[market discipline]] for products and shareholder discipline of their capital; therefore, without membership control of major decisions such as the election of the board, there are few inherent safeguards against abuse.<ref>{{Citation |title=ABA Code Revision Raises Concerns for Democracy and Parliamentary Law in Nonprofits|author1=Malamut, Michael E.  |author2=Blach, Thomas J.  |name-list-style=amp |publisher=National Parliamentarian, Volume 69, No. 1 |year=2008 }}</ref><ref>''Charity on Trial: What You Need to Know Before You Give'' / Doug White (2007) {{ISBN|1-56980-301-3}}.</ref> A rebuttal to this might be that as nonprofit organizations grow and seek larger donations, the degree of scrutiny increases, including expectations of audited financial statements.<ref>[https://ssrn.com/abstract=727363 SSRN-Voluntary Disclosure in Nonprofit Organizations: an Exploratory Study by Bruce Behn, Delwyn DeVries, Jing Lin<!-- Bot generated title -->] {{Webarchive|url=https://web.archive.org/web/20210320102706/https://papers.ssrn.com/sol3/papers.cfm?abstract_id=727363 |date=20 March 2021 }}.</ref> A further rebuttal might be that NPOs are constrained, by their choice of legal structure, from financial benefit as far as distribution of profit to members and directors is concerned.