Which brings us into the corporate world. If a corporation has bylaws and willfully violates them, can the shareholders sue?
I’m not a lawyer, but I strongly believe that the answer is yes.
Seems that the bylaws would constitute a binding contract vis-a-vis the donors.
Most emphatically. The standard nonprofit corporation act of 2010, which has been adopted in most states, and in particular is the law applying to entities organized in the District of Columbia, provides:
Upon petition of a person whose status as, or whose rights or duties as, a member, delegate, director, member of a designated body, or officer of a corporation are or may be affected by any corporate action, the Superior Court may hear and determine the validity of the corporate action.
(b) The Superior Court may make such orders in any such case as may be just and proper, with power to enforce the production of any books, papers and records of the corporation and other evidence that may relate to the issue. The Superior Court shall provide for notice of the pendency of the proceedings under this section to all persons affected thereby. If it is determined that no valid corporate action has been taken, the Superior Court may order a meeting to be held in accordance with § 29-401.21.
(c) Subsection (a) of this section shall not apply if a nonprofit corporation has provided in its articles of incorporation or bylaws for a means of resolving a challenge to a corporate action, but the Superior Court may enforce the articles or bylaws if appropriate.