Sample constitution and bylaws
Such removal may be with or without cause. And some states will have certain restriction on this. Now it is time to bring them to your first meeting to be voted on for approval. Members of the Advisory Council shall possess the desire to serve the community and support the work of the Corporation by providing expertise and professional knowledge.
Sample constitution and bylaws
Finance Committee The treasurer is the chair of the Finance Committee, which includes three other board members. Section 2. All other amendments of the Articles shall require the affirmative vote of an absolute majority of directors then in office. Nominations shall also be received from the floor after the report of the Nominating Committee. All members of the Board of Directors and Advisory Council must be approved by a majority vote of the members present and voting. Notice of Meetings Printed notice of each meeting shall be given to each voting member, by mail, not less than two weeks prior to the meeting. Articles of Incorporation The Articles may be amended in any manner at any regular or special meeting of the Board of Directors, provided that specific written notice of the proposed amendment of the Articles setting forth the proposed amendment or a summary of the changes to be effected thereby shall be given to each director at least three days in advance of such a meeting if delivered personally, by facsimile, or by e-mail or at least five days if delivered by mail. Procedures Duty to Disclose. Every youth organization constitution should make a provision in the document for the procedure of amending the bylaws of the constitution. Any major change in the budget must be approved by the board or the Executive Committee. And, it is doubly important to purchase liability insurance for your staff and board of directors. But they are given special responsibilities and authority.
Quorum The presence, in person of a majority of current members of the Board of Directors shall be necessary at any meeting to constitute a quorum to transact business, but a lesser number shall have power to adjourn to a specified later date without notice.
Annual reports are required to be submitted to the board showing income, expenditures, and pending income.
The Board of Directors may provide by resolution the time and place, for the holding of regular meetings of the Board. Procedures Duty to Disclose.
Difference between constitution and bylaws
Directors shall use discretion and good business judgment in discussing the affairs of the Corporation with third parties. Members of the Board of Directors who are removed for failure to meet any or all of the requirements of Section 2 of this Article are not entitled to vote at the annual meeting and are not entitled to the procedure outlined in Section 14 of this Article in these by-laws. Notice Notice of any special meeting of the Board of Directors shall be given at least two 2 days in advance of the meeting by telephone, facsimile or electronic methods or by written notice. It is the lanquage they recommend you have in your bylaws to address conflict of interest. Number, Tenure, Requirements, and Qualifications The number of Directors shall be fixed from time-to-time by the Directors but shall consist of no less than three 3 nor more than fifteen 15 including the following officers: the President, the first Vice-President, second Vice-President, the Secretary, and the Treasurer. At the conclusion of the initial one-year term, members of the Board of Directors may serve additional three year terms. Each Director shall execute a confidentiality agreement consistent herewith upon being voted onto and accepting appointment to the Board of Directors. The attendance of a Director at any meeting shall constitute a waiver of notice of such meeting, except where a Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Newly elected members of the Board of Directors who have not served before shall serve initial one-year terms. The person or persons authorized to call special meetings of the Board of Directors may fix any location, as the place for holding any special meeting of the Board called by them. Notice of these meetings shall be sent to all members of the Board of Directors no less than ten 10 days, prior to the meeting date. So, maybe that is not exactly how indemnification works. Voting All issues to be voted on shall be decided by a simple majority of those present at the meeting in which the vote takes place. Procedures Duty to Disclose. Vice-President The Vice-President shall be vested with all the powers and shall perform all the duties of the President during the absence of the latter.
based on 21 review