Friends of Jefferson Park, Inc
The Neighborhood non-profit
BYLAWS - Friends of Jefferson Park, Inc
ARTICLE I: NAME The name of this organization shall be FRIENDS OF JEFFERSON PARK, INC.
ARTICLE II: PURPOSE
2.Continually educate the residents about the historical significance of the neighborhood.
3.To educate and inform residents and newcomers about the architecture and scale of the historic neighborhood.
4.Research and disperse information about the rich history of this area
5. Promote involvement of neighboring entities (University of Arizona, Jefferson Park School, local businesses) so that they may value the historic nature of the neighborhood
6. Serve as a clearinghouse of historic information about the neighborhood.
7. Work with other entities who identify Jefferson Park as one of their missions.
2.Provide a forum to address environmental and cultural changes that occur in the future.
3. Encourage the involvement of neighborhood elders as a cultural resource.
C.This organization shall be for non-profit and social welfare purposes. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services actually rendered and to make payments and distributions in furtherance of its exempt purposes.
D.The property of this organization is irrevocable dedicated to the social welfare purposes and no part of the net income or assets shall ever inure to the benefit of any director, officer, or member thereof, or benefit any private citizen.
E.Upon dissolution of this organization, its assets remaining after payment or provision for payment of all debts and liabilities shall be distributed to a non-profit fund, foundation, corporation which is organized and operated exclusively for social welfare or historic preservation and which has established its tax exempt status under Section 501 – C (3) of the Internal Revenue Code.
ARTICLE III: MEMBERSHIP
A.General Membership: Membership shall be open to all interested person of the general public who wish to participate in furthering the goals of this organization
ARTICLE IV: OFFICERS
A.The officers of this organization shall consist of:
1.President
2.Vice President
3.Secretary
4.Treasurer
5.Statutory Agent
B.Duties of Officers:
1.President
i.Shall provide leadership of the organization in concert with the offices and Executive Board.
ii.Shall prepare agendas and preside over the meetings of the General Membership and the Executive Committee.
iii.Shall make appointments to all standing committees and special committees.
iv.Shall make appointments to any vacant office.
v.Shall approve all expenditures in concert with the Executive Board.
2.Vice-President
a.Shall assume the duties of the President should the President resign, become incapacitated, or for any other reason becomes absent for the remainder of the term of office.
b.Assist President as directed.
c.Act in concert with the President, heading up and overseeing committees.
d.Work as liaison between organization and community.
3.Treasurer:
a.Shall be responsible for safekeeping of the organization’s funds and maintaining adequate financial records.
b.Shall submit a report at each Board meeting.
c.Shall maintain an inventory of all non-expendable items and collections owned by the organization.
d.Shall render a written annual report to the General Membership on the finances for the immediately preceding calendar year.
e.The treasurer shall prepare and submit pertinent reports to governmental entities within established deadlines.
f.The treasure shall submit all financial records one month before completion of the term of office to a designated professional auditor, accountant or other knowledgeable person for an audit of the books.
4.Secretary:
a.Shall be responsible for all mail and correspondence generated by the organization and maintain necessary files.
b.Shall take and maintain all minutes for the meetings of organization.
c.Shall maintain accurate inventory of by-laws, forms, minutes, and papers, etc.
5.Statutory Agent
a.Shall review and renew corporate status of non-profit organization
b.Shall review accounting and tax statements
C.Election of Officers
1.The Nominating committee shall present a slate of officers to the Board of Directors at least ten-calendar days prior to the election of officers which shall be held during the month of January of each year. The positions will be staggered so that President and Secretary will be elected one year and the following year Vice-President, Treasurer, and Statutory Agent will be elected.
2.The slate of officers can be selected from the membership
3.Only members in good standing may vote and must be present to vote.
D.Removal of Elected Officers
1.Any regularly elected officer can be disposed from office for cause such as misconduct or neglect of duty.
2.If the President is subject of the action, the appropriate chain of command shall conduct the meeting regarding the dismissal action.
ARTICLE V: BOARD OF DIRECTORS
A. Governing Body: the Board of Directors shall be the governing body and shall set policy and procedures within the limits of these By-Laws.
B. Composition of the Board: The Board of Directors shall consist of all elected officers, And a maximum of 4 at-large members who promote the purposes for which the Friends were established.. (Amended: Article V. section B composition, to add Members-at-Large. 3/2020)
C. Executive Committee:
1.There shall be an Executive Committee composed of the President, Vice President, Secretary, Treasurer, and Statutory Agent.
2.The Executive Committee shall be vested with full powers to act for the Board of Directors.
ARTICLE VI: MEETINGS
A.General Membership: There shall be at least one general membership meeting during the calendar year.
B.Special General membership Meetings: May be called at the discretion of the President or by a majority of the Board of Directors providing every member is notified at least one week in advance of the date of the meeting, including the time and place.
C.Board of Directors Meetings: Unless there is a compelling reason not to call a meeting, the Board of Directors shall meet at least quarterly.
D.Executive Board Meetings: May be called at the discretion of the President or by a majority of the Executive Board providing every member of said board is notified at least two calendar days in advance of the meeting.
E.Quorum:
1.Two-thirds of the voting members present shall constitute a quorum for all General Membership meetings.
2.A majority of the members of the Board of Directors shall constitute a quorum for its meetings.
3.A majority of the Executive Committee shall constitute a quorum for its meetings.
ARTICLE VII: COMMITTEES
A.Standing Committees: the organization may have committees depending on need for program development and implementation:
1.Oral History
2.Public Relations
3.Education and Research
4.Special Events
B.Ad Hoc Committees: These committees may be formed by the President for any purpose deemed necessary, are temporary in nature, and are not members of the Board of Directors per se.
C.Committee Chairperson: The chairpersons of all committees shall be appointed by the President from members in good standing and shall have the responsibility to carry out their duties and give a report to the Board at each Board meeting.
ARTICLE VIII: PARLIAMENTARY AUTHORITY
A.The By-Laws, herein, and Robert’s Rule of Order shall govern the conduct of all proceedings at meetings of the General Membership, Board of Directors and Executive Committee meetings.
B.The Statutory Agent shall act as the Parliamentarian at said meetings.
ARTICLE IX: AMENDMENTS OF BY-LAWS
A.These By-Laws may be amended at any regular meeting or special Board of Directors meeting by two-thirds majority of those present, provided that all members of the Board have been notified at least ten calendar days in advance of the meeting at which amendments are to be considered and providing that such amendments are included in the notification.
B. Amendments shall clearly indicate the date of adoption.
C. The Board of Directors shall establish a Policy and Procedures Manual which outlines the procedures to be used in carrying out any of the provisions of these By-Laws.
ARTICLE I: NAME The name of this organization shall be FRIENDS OF JEFFERSON PARK, INC.
ARTICLE II: PURPOSE
- To preserve and promote the historic integrity of the neighborhood:
2.Continually educate the residents about the historical significance of the neighborhood.
3.To educate and inform residents and newcomers about the architecture and scale of the historic neighborhood.
4.Research and disperse information about the rich history of this area
5. Promote involvement of neighboring entities (University of Arizona, Jefferson Park School, local businesses) so that they may value the historic nature of the neighborhood
6. Serve as a clearinghouse of historic information about the neighborhood.
7. Work with other entities who identify Jefferson Park as one of their missions.
- Ensure the quality of life of the residents:
2.Provide a forum to address environmental and cultural changes that occur in the future.
3. Encourage the involvement of neighborhood elders as a cultural resource.
C.This organization shall be for non-profit and social welfare purposes. No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services actually rendered and to make payments and distributions in furtherance of its exempt purposes.
D.The property of this organization is irrevocable dedicated to the social welfare purposes and no part of the net income or assets shall ever inure to the benefit of any director, officer, or member thereof, or benefit any private citizen.
E.Upon dissolution of this organization, its assets remaining after payment or provision for payment of all debts and liabilities shall be distributed to a non-profit fund, foundation, corporation which is organized and operated exclusively for social welfare or historic preservation and which has established its tax exempt status under Section 501 – C (3) of the Internal Revenue Code.
ARTICLE III: MEMBERSHIP
A.General Membership: Membership shall be open to all interested person of the general public who wish to participate in furthering the goals of this organization
ARTICLE IV: OFFICERS
A.The officers of this organization shall consist of:
1.President
2.Vice President
3.Secretary
4.Treasurer
5.Statutory Agent
B.Duties of Officers:
1.President
i.Shall provide leadership of the organization in concert with the offices and Executive Board.
ii.Shall prepare agendas and preside over the meetings of the General Membership and the Executive Committee.
iii.Shall make appointments to all standing committees and special committees.
iv.Shall make appointments to any vacant office.
v.Shall approve all expenditures in concert with the Executive Board.
2.Vice-President
a.Shall assume the duties of the President should the President resign, become incapacitated, or for any other reason becomes absent for the remainder of the term of office.
b.Assist President as directed.
c.Act in concert with the President, heading up and overseeing committees.
d.Work as liaison between organization and community.
3.Treasurer:
a.Shall be responsible for safekeeping of the organization’s funds and maintaining adequate financial records.
b.Shall submit a report at each Board meeting.
c.Shall maintain an inventory of all non-expendable items and collections owned by the organization.
d.Shall render a written annual report to the General Membership on the finances for the immediately preceding calendar year.
e.The treasurer shall prepare and submit pertinent reports to governmental entities within established deadlines.
f.The treasure shall submit all financial records one month before completion of the term of office to a designated professional auditor, accountant or other knowledgeable person for an audit of the books.
4.Secretary:
a.Shall be responsible for all mail and correspondence generated by the organization and maintain necessary files.
b.Shall take and maintain all minutes for the meetings of organization.
c.Shall maintain accurate inventory of by-laws, forms, minutes, and papers, etc.
5.Statutory Agent
a.Shall review and renew corporate status of non-profit organization
b.Shall review accounting and tax statements
C.Election of Officers
1.The Nominating committee shall present a slate of officers to the Board of Directors at least ten-calendar days prior to the election of officers which shall be held during the month of January of each year. The positions will be staggered so that President and Secretary will be elected one year and the following year Vice-President, Treasurer, and Statutory Agent will be elected.
2.The slate of officers can be selected from the membership
3.Only members in good standing may vote and must be present to vote.
- Members at large will be appointed by the President at the annual meeting or immediately thereafter. Up to 4 at-large positions may be filled. Members-at-Large positions terminate annually and are subject to re-appointment annually.
D.Removal of Elected Officers
1.Any regularly elected officer can be disposed from office for cause such as misconduct or neglect of duty.
2.If the President is subject of the action, the appropriate chain of command shall conduct the meeting regarding the dismissal action.
ARTICLE V: BOARD OF DIRECTORS
A. Governing Body: the Board of Directors shall be the governing body and shall set policy and procedures within the limits of these By-Laws.
B. Composition of the Board: The Board of Directors shall consist of all elected officers, And a maximum of 4 at-large members who promote the purposes for which the Friends were established.. (Amended: Article V. section B composition, to add Members-at-Large. 3/2020)
C. Executive Committee:
1.There shall be an Executive Committee composed of the President, Vice President, Secretary, Treasurer, and Statutory Agent.
2.The Executive Committee shall be vested with full powers to act for the Board of Directors.
ARTICLE VI: MEETINGS
A.General Membership: There shall be at least one general membership meeting during the calendar year.
B.Special General membership Meetings: May be called at the discretion of the President or by a majority of the Board of Directors providing every member is notified at least one week in advance of the date of the meeting, including the time and place.
C.Board of Directors Meetings: Unless there is a compelling reason not to call a meeting, the Board of Directors shall meet at least quarterly.
D.Executive Board Meetings: May be called at the discretion of the President or by a majority of the Executive Board providing every member of said board is notified at least two calendar days in advance of the meeting.
E.Quorum:
1.Two-thirds of the voting members present shall constitute a quorum for all General Membership meetings.
2.A majority of the members of the Board of Directors shall constitute a quorum for its meetings.
3.A majority of the Executive Committee shall constitute a quorum for its meetings.
ARTICLE VII: COMMITTEES
A.Standing Committees: the organization may have committees depending on need for program development and implementation:
1.Oral History
2.Public Relations
3.Education and Research
4.Special Events
B.Ad Hoc Committees: These committees may be formed by the President for any purpose deemed necessary, are temporary in nature, and are not members of the Board of Directors per se.
C.Committee Chairperson: The chairpersons of all committees shall be appointed by the President from members in good standing and shall have the responsibility to carry out their duties and give a report to the Board at each Board meeting.
ARTICLE VIII: PARLIAMENTARY AUTHORITY
A.The By-Laws, herein, and Robert’s Rule of Order shall govern the conduct of all proceedings at meetings of the General Membership, Board of Directors and Executive Committee meetings.
B.The Statutory Agent shall act as the Parliamentarian at said meetings.
ARTICLE IX: AMENDMENTS OF BY-LAWS
A.These By-Laws may be amended at any regular meeting or special Board of Directors meeting by two-thirds majority of those present, provided that all members of the Board have been notified at least ten calendar days in advance of the meeting at which amendments are to be considered and providing that such amendments are included in the notification.
B. Amendments shall clearly indicate the date of adoption.
C. The Board of Directors shall establish a Policy and Procedures Manual which outlines the procedures to be used in carrying out any of the provisions of these By-Laws.
BY-LAWS OF THE FRIENDS OF JEFFERSON PARK, INC
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