What Is a Private Membership Association (PMA)? 

Purpose, Structure, and Practical Use

A Private Membership Association (PMA) is a lawful structure that allows individuals to associate privately by contract for a shared purpose. PMAs are commonly used by spiritual communities, wellness practitioners, private educators, and other groups that wish to operate consensually and contractually rather than as public-facing businesses subject to broad statutory regulation.

This article explains what a PMA is, why PMAs are legally recognized, how they differ from public businesses, how they relate to trusts, and what documentation is typically required to operate one properly.

    What Is a Private Membership Association?

A Private Membership Association is formed when private individuals come together by private contract for a common purpose, operating outside the public regulatory framework.

Key characteristics of a PMA include:

- It is private, not open to the general public

- Participation is voluntary and based on informed consent

- Members agree to a contractual relationship with one another

- Services are provided to members only, not the public at large

Because PMAs operate by private agreement, they function under contract law rather than public statutes that govern licensed or publicly accessible businesses.

A foundational principle is that a valid contract establishes the law between the parties to that contract. This contractual authority is the core source of a PMA’s internal governance.

    PMAs vs. Public Businesses

The distinction between a public business and a PMA is critical.

Public businesses:

- Are open to the public

- Are subject to licensing and permits

- Must comply with statutory regulations

- Fall clearly under government regulatory jurisdiction

Private Membership Associations:

- Serve members only

- Operate by private contract

- Establish their own internal rules and governance

- Rely primarily on contract law rather than statutory law

When services are offered to the public, statutes apply. When services are offered only to members under private agreement, contractual obligations govern the relationship. This distinction explains why PMAs exist and how they function.

    Why PMAs Are Legally Recognized

PMAs are not a loophole or modern invention. They are rooted in long-standing legal principles, including:

- Freedom of association

- Freedom of contract

- Common law rights to private agreement

- Judicial recognition through case law

Historically, organizations such as churches, guilds, lodges, clubs, and fraternal orders operated as private associations long before modern corporations and regulatory agencies existed. Courts have consistently upheld the right of private individuals to associate and contract outside the public sphere, provided no unlawful harm or coercion occurs.

    Common Uses for PMAs

PMAs are frequently used in settings where privacy, autonomy, and consensual participation are essential, including:

- Spiritual and faith-based communities

- Private wellness and holistic practices

- Alternative or complementary health services

- Private retreats and mentorship programs

- Education circles and homeschooling groups

- Food co-ops and private trade networks

- Family governance and household associations

A PMA can be used to structure a private association focused on shared values, responsibilities, and resource management.

    PMAs and Trusts: How They Work Together

PMAs and trusts are both private structures, but they serve different purposes.

A trust establishes ownership and management of assets through defined roles:

- Grantor (creator)

- Trustee (manager)

- Beneficiary (recipient of benefits)

A PMA establishes the contractual relationship between people and governs how a community operates.

In practice, many people use both:

- The PMA governs the community and its activities

- The trust holds assets and property

- Trustees may serve the PMA under private rules

Together, a PMA and a trust can provide a comprehensive private governance framework for people, property, and decision-making.

    Key Benefits of a PMA

Properly structured PMAs can offer:

- Privacy and autonomy

- Clear contractual authority

- Defined internal governance

- Reduced exposure to public regulatory oversight

- Jurisdictional clarity

- A private framework for resolving disputes

PMAs allow members to define terms, establish processes, and create enforceable agreements within a private setting.

    PMAs and Administrative Enforcement

PMAs can also play a role in administrative and equitable matters by:

- Clarifying capacity and authority

- Establishing fiduciary accountability

- Providing contractual standing

- Defining internal remedies and processes

By operating through a separate private entity, members may have clearer standing when engaging in negotiations, notices, or dispute resolution processes.

    What a PMA Actually Does

The PMA allows for the establishment of:

- Private governance rules

- Membership criteria

- Internal disciplinary processes

- Private remedies and conflict resolution methods

- Confidential services and benefits

Members agree to define their relationship contractually and step outside the public regulatory framework to the extent permitted by law.

    Regulatory Considerations

While PMAs operate privately, regulatory agencies may still have authority in limited circumstances, such as:

- Claims of injury or harm

- Allegations of fraud

- Trespass or criminal conduct

For this reason, proper documentation, recordkeeping, and transparency within the association are essential. Many PMAs adopt governance practices similar to well-known nonprofit structures to demonstrate accountability and good faith, especially when handling funds or donations.

    Core Documents of a Private Membership Association

A well-organized PMA typically includes the following documents:

Articles of Association (or Charter)

- Name and purpose

- Authority and legal foundation

- Membership structure

- Governance framework

- Amendment and declaration provisions

Bylaws

- Rules of operation

- Meetings and decision-making

- Finances and records

- Privacy and confidentiality

- Limitation of liability

- Dissolution procedures

Statement of Faith or Principles (if applicable)

- Spiritual or philosophical foundation

Meeting Minutes and Records

- Dates, locations, attendees

- Decisions and action items

Financial Ledger

- Membership fees or donations

- Income and expenses

Agreements and Policies

- Hold harmless and informed consent

- Confidentiality agreement

- Membership agreement

- Officer appointment and acceptance

- Fee or donation schedule

- Privacy policy

- Notice of private status and disclaimer

Together, these documents establish the PMA’s private governance and operational integrity.  Not all of these documents are required to have, it is up to the leadership group to determine which ones are necessary for their association.

    Conclusion

A Private Membership Association defines the people and relationships within a private community. When combined with a trust, which defines property and fiduciary authority, these tools can anchor a comprehensive private governance system.

PMAs are not about avoiding responsibility; they are about intentional, consensual, and contract-based self-governance. For individuals and communities seeking privacy, clarity, and autonomy, PMAs remain a powerful and time-tested structure.