To that end, IDSA benefits from over five decades of successful governance and, in that time, has built a robust system that includes our Articles of Incorporation, Bylaws, Board of Directors, committees, councils, policies, and procedures. 

Our Articles of Incorporation is the founding document for IDSA, and in simple terms, is a contract between IDSA and New York State, where we were originally formed in 1965. Articles of Incorporation sit at the top of the governance structure. No other IDSA document can conflict with its provisions and everything we do is built off of it.

IDSA is further grounded by our Bylaws document, which can be thought of as a contract between IDSA and our membership on how (at a minimum level) we conduct business. Our Bylaws outline the root organizational structures, membership descriptions, and operating procedures we must follow. Bylaws are easier to change compared to the Articles of Incorporation but still require legal review and approval from the membership. It’s a cumbersome process to make changes to Bylaws, therefore it’s a best practice to do so only when necessary. Bylaws can not conflict with the Articles of Incorporation.

Policies are established by the Board of Directors and determine in greater detail how IDSA operates. Policies for IDSA, which are common across non-profits, center on areas such as ethics, whistleblower protections, financial management and document retention and destruction. However, there is no pre-defined scope and the Board can establish policy on any matter related to IDSA that does not conflict with the Articles of Incorporation, Bylaws or the law. Since the Board of Directors establish policies through a vote at quarterly meetings (or in between meetings via email), it is much easier to change compared to the Articles of Incorporation or Bylaws.

The Board of Directors is our highest governing body and is empowered and responsible for setting the overall direction, decision-making, compliance, policy setting, and accountability for the organization in fulfilling its mission. The Board of Directors, IDSA members who are voted into place by our membership during annual elections, is supported by a full time staff and a large community of dedicated member volunteers who help create the value and membership experience of IDSA in local communities across the country.