Bylaws

Written by the Bothell High Alumni Association Board of Directors

BYLAW REVISIONS

ARTICLE I 

NAME                   

                       

The name of the corporation shall be the Bothell High School Alumni Association, (hereinafter referred to as the Association).

 

 

ARTICLE II

PRINCIPLE OFFICE

 

The principal office of the Association shall be located in the State of Washington, county of King, City of Woodinville at Woodinville Heated Storage, 14715 N.E. North Woodinville Way . The Board of Directors (hereinafter referred to as the Board) may change the location of the principal office within the state of Washington from time to time, as they deem necessary without an amendment to these by-laws.

 

 

ARTICLE III

PURPOSE

 

The association is organized exclusively for charitable, literary or education purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code.

 

The Association is organized to:

 

  1. Promote and preserve the history of Bothell High School of Bothell, Washington.

  2. Promote activities which strengthen bonds between alumni: and,

  3. Promote quality public education through educational scholarships to alumni.

 

Notwithstanding any other provision of these By-Laws, the association shall not engage in any activities not permitted to be carried on by an organization exempt from Federal Income Tax under section 501 (c ) (3) of the Internal Revenue Code. The Association is not organized for profit and no part of the net earnings shall inure to the benefit on any private shareholder.

 

ARTICLE IV

MEMBERSHIP

 

Section 1. Membership Eligibility

 

Membership is open to all former students, educators and employees of Bothell High School.

 

Section 2. Active Membership

                                                                            

Active members shall be defined as eligible individuals whose dues are current including life time members. Active and Life. Members may participate in meetings, serve on committees, serve on the Board of Directors, participate in the voting process or hold an elective office.

 

Section 3. Life Membership

 

Life Members shall be defined as a those members who have paid the required life membership dues and/or those eligible members who have been awarded life membership for their outstanding contribution over an extended period of time to the association’s mission. Life membership is recommended to and awarded by a majority vote of the Board of Directors

 

Life membership is also awarded to Bothell High School Alumni Association Scholarship Recipient.

 

Section 4. Associate/Corporate Membership

 

Associate/Corporate Membership is open to any individual, business, civic or cultural organization upon payment of annual dues. Associate/Corporate members may participate in meetings but shall not be eligible to hold any elected office or vote on any matters before the board or general membership.

 

Section 5. Honorary Membership (Awarded)

 

Honorary Membership may be awarded to an individual, business, civic or cultural organization that has been honored by the Association as an outstanding contributor to the association’s mission. Honorary members shall not be eligible to hold elected office or to vote.

 

Section 6. Inactive Membership

 

Inactive members shall be defined as a member whose dues are in arrears. Inactive members may attend meetings, but not serve on committees, serve on the Board of Directors, participate in the voting process or hold an elective office.

 

 

ARTICLE V

DUES

 

Section 1. Dues

 

Payment of annual and lifetime dues will be required for membership in the Association.  The amount will be set by the Board and will be due on or before August 31 of each calendar year.

 

Section 2. Allocation of Dues

 

The amount for annual and lifetime dues will be distributed for as follows; Thirty Percent (30%) to the Scholarship Fund and Seventy Percent (70%) to the General Fund. Donations beyond the dues will be divided accordingly Thirty Percent (30%) to the Scholarship Fund and Seventy Percent (70%) to the General Fund unless specifically donated for a designated fund within the Association.

 

ARTICLE VI

MEETINGS OF MEMBERSHIP

 

 

Section 1. Location of Meetings

 

All meetings of the Membership shall be in the state of Washington within at least a fifty (50) mile radius of Bothell High School.

 

Section 2. Regular and Annual Meetings Schedule

 

Regular monthly meetings shall be held on a date and at a time and place designated by the Board. The required Annual meeting shall be held in November each year on a date and at a time and place designated by the Board. The Secretary, under direction of the president, shall notify the Members of the date, time and agenda at least thirty (30) days prior to the annual meeting.

 

Section 3. Special Meeting

 

Special meetings of the membership may be called by the Board of Directors providing there has been a notification sent to members seven (7) days prior the meeting.

 

 

ARTICLE VII

BOARD OF DIRECTORS

 

Section 1.  Definition and General Powers

 

The affairs of the Association shall be managed by its Board. The Board shall consist of the elected Officers and Directors of the Association. The Board shall establish all policies and procedures that it deems necessary or proper for the governing of the organization and for the orderly conduct of its affairs.

Section 2.  Nominations and Elections

 

Prior to the annual meeting the President shall appoint a nominating committee of at least three (3) active members. They shall nominate for each Board vacancy, at least one (1) active member who has indicated a willingness to serve if elected.  The nominating committee shall submit their nominees to the general membership at the annual meeting. The President shall open the floor for additional nominations. At the close of nominations an election of Board members will take place. Voting shall be by secret ballot except in cases where there is only one candidate nominated, in which case the secretary may be instructed to cast a unanimous ballot for said candidate.

 

Section 3. Number of Board Members, Terms of Office

 

The Board shall consist of the five (5) elected officers and no more than ten (10) elected Directors.                                                                                                                

The term of office for Directors shall be two (2) years.

 

Section 4.  Vacancies

 

Any vacancy in the Board shall be filled for the remainder of the unexpired term from the active membership by vote of the remaining Board members.

 

Section 5. Compensation

 

Board members shall not receive salaries for their services. They may receive reimbursement for expenses incurred in the performance of their duties as Board members as outlined in Article XII, Section 2.

 

 

ARTICLE VIII

MEETINGS OF BOARD OF DIRECTORS

 

Section 1. Location of Meetings

All meetings of the Membership shall be in the state of Washington within at least a fifty (50) mile radius of Bothell High School.

 

Section 2.  Regular and Annual Meetings Schedule

 

Regular monthly meetings shall be held on a date and at a time and place designated by the Board. The Annual meetings shall be held in November of each year on a date and at a time and place designated by the Board. The Secretary, under direction of the President, shall notify the Board and Members of the date, time and agenda at least thirty (30) days prior to each annual meeting.

 

Section 3.  Special Meeting

 

Special meeting of the Board may be called by the President or any three (3) Directors. Persons calling special meetings shall determined the date, time and place for the special meeting.

 

Section 4.  Notice of Special Meeting

 

Notice shall be given to each Director at least seven (7) days prior to the special meeting date. The notice will include the date, time, place and purpose of the special meeting. Notices may be sent by mail or e-mail or given person to person by telephone. Notices sent by mail or e-mail must bear a postal mark or electronic send date at least seven (7) days prior to any special meeting.

 

Section 5. Quorum

 

A quorum for meetings of the Board shall require the presence of a majority of the current members of the Board.

 

ARTICLE IX

OFFICERS

 

 

Section 1. Officers, Terms of Office and Duties

 

The officers are elected from the active membership to a Board position to fulfill the duties required by the Board. Each term of office shall be one (1) year. Authorities, duties and records of each office shall be transferred to each newly elected officer as soon as reasonably possible, yet no later than thirty (30) days after the election. The Association shall have the following officers with duties as respectively listed:

 

President

 

The President shall supervise all activities of the Association; execute all instruments on its behalf. Preside at all meetings of the Board, call special meetings as necessary, appoint chairpersons and members of standing and ad hoc committees, and perform other duties usually inherent in the office or as directed by the Board.

 

Vice President

 

The Vice President shall serve in the absence of the President and have all the duties and authorities given to the President in his or her absence. The Vice President shall perform other acts, chair committees and fulfill functions as directed by the President or as directed by the Board.

 

Secretary

 

The Secretary shall maintain all records (except financial records) of the Association, record minutes of meetings of the Board, maintain minutes of all special and committee meetings, notify the Board of annual meetings and of special and committee meetings called by the President, affix the seal of the Association to appropriate documents, and fulfill other functions as directed by the President or directed by the Board. The Secretary shall provide the Board with minutes of such meetings within thirty (30) days of each meeting.

 

Membership Secretary

 

The Membership Secretary shall maintain the primary list (computer file) of the mailing address and telephone number of all alumni, educators and school employees and their membership status. One (1) other designated member of the Association will retain backup copies of the list (computer file). The Membership Secretary will update the list and backup copies annually or as needed.

 

Treasurer

 

The Treasurer shall maintain all financial records, shall be accountable for all funds belonging to the Association assuring prompt deposit of all funds received and payment of all obligations incurred by the Association as authorized by the Board, shall maintain bank accounts and depositories designated by the Board, shall render periodic financial reports, and shall fulfill other functions as directed by the President or as directed by the Board.

 

Section 2.  Nominations and Elections

                                                    

The officers of the association shall be nominated by the nomination committee and/or from the floor of the membership meeting one (1) month prior to the election and elected following the election of the Board of Directors during the annual membership meeting. Voting shall be by secret ballot except in cases where there is only one (1) candidate nominated, in which case the Secretary may be instructed to cast a unanimous ballot for the candidate.

 

Section 3. Removal from Office

 

Any Officer or Board member may be removed by a two-thirds (2/3) vote of the Board when it is judged to be in the best interest of the Association. Notification of the effected member shall be sent by registered mail explaining reason and cause for action.

 

Section 4. Vacancies

 

Any vacancy  in any office shall be filled by vote of the Board for the unexpired portion of the term.

 

ARTICLE X

MEETINGS OF OFFICERS

 

 

The Officers may meet from time to time to fulfill the obligations of their offices. Such meetings will be called in a manner consistent with Article VIII (Meetings of Board of Directors, Sections 1, 3, 4 and 5).

 

ARTICLE XI

COMMITTEES

 

 

The Board shall direct establishment of committees from time to time as necessary to ensure the efficient management of the corporate affairs. Each committee shall be chaired by a Director and made up of additional active members of the Association who need not be Directors. Appointment to committees shall be by designation of the President.

 

 

ARTICLE XII

CONTRACTS AND FUNDS

 

Section 1. Contracts

 

President shall execute all instruments on behalf of the Association. In the absence of the President, the Vice President shall have this authority.

 

Section 2. Expenses

 

No expense of two-hundred dollars ($200.00) or more shall be incurred by any person or group of persons without the authority of the Board and proof of purchase.

 

All checks in excess of two hundred dollars ($200.00) shall be co-signed by the president or assigned designee

 

Any person or group of persons incurring such expense or obligation without specific authority shall be held personally liable for said expense.

 

In addition any reimbursement issued to the Treasurer shall be signed by the President or authorized designee.

 

Section 3. Deposits of Funds

 

All income of the Association shall be deposited in a timely manner to the credit of the Association in banking institutions designated by the Board. No account may be opened or closed without specific authority of the Board.

 

The Board may, on behalf of the Association, accept or reject any contribution, gift, grant or bequest for the general purposes or any special purposes of the Association.

 

Section 4. Withdrawals of Funds

 

Checks, Drafts and Orders for Payment

 

All checks, drafts and orders for payment of money issued in the name of the Association shall be signed by the Treasurer or the President. In the event of the absence or inability of one (1) or the other to perform these duties, the Vice President or Secretary shall exercise this authority in that order.

 

Transfer of Funds

 

Funds in any savings account may be spent only through transfer to a checking account. The Treasurer and/or the President shall have sole authority to direct transfer of funds from a savings account to a checking account. In the event of the absence or inability of one or the other to direct transfer of funds, the Vice President or Secretary shall exercise this authority. All withdrawals exceeding five-hundred dollars ($500.00) require a second authorized signature and authority of the Board.

 

 

ARTICLE XIII

BOOKS, RECORDS AND AUDITS

 

At its principal office the Association shall maintain;

 

  1. Correct and complete financial books and records

 

  1. Complete minutes of the proceedings of the board;

 

  1. A record giving the current names, addresses and telephone numbers of members of the Board.

  2. An in house audit of the financial records will be conducted yearly by a committee appointed by the president. An outside audit shall be conducted every five (5) years.

 

 

ARTICLE XIV

FISCAL YEAR

 

The Fiscal year of the Association shall be the calendar year beginning on January 1 and ending December 31.

 

 

ARTICLE XV

CORPORATE SEAL

 

The Board shall provide a corporate seal to be held by the secretary.

 

 

ARTICLE XVI

RULES OF ORDER

 

Robert’s Rules of Order, newly revised, tenth (10th) edition by H. M. Robert shall govern

the proceedings of all meetings of the Board and its committees. A parliamentarian may be appointed from among the Directors by the President to assist in compliance with the rules.

 

 

ARTICLE XVII

AMENDMENTS TO BY-

 

These By-Laws may be altered, amended, or repealed in whole or in part upon the adoption or a corporate resolution to do so.  The resolution must be approved by two-thirds (2/3) of the Directors present at any meeting where a quorum exists and which has been called in compliance with these By-Laws, provided that all Directors have been notified at least twenty (20) days in advance of the meeting that an item of business at the meeting will concern alteration, amendment or repeal of the By-Laws, and provided further, all have been advised what specific changes are being proposed.

 

 

ARTICLE XVIII

DISSOLUTION

 

Upon the dissolution of this Association after paying or adequately providing for the debts and obligations of the Association, the remaining assets shall be distributed in support of public education to a nonprofit fund, foundation or corporation which has established its tax exempt status under section 501 © (3) of the Internal Revenue Code.

 

The forgoing revised By-Laws of the Bothell High School Alumni Association were adopted at a meeting of the Board of Directors in the city of Kenmore, county of King, state of Washington on the 12 day of April, 2008

 

 

Executive Board Members

 

Directors              

 

L. G. “Bud” Eaton,   Helen McMahon,    Dee West

 

Officers

 

President, Chuck Kaysner,   Vice President, Dixie McGinnis,    Secretary, Vacant

Treasurer, Barbara Dines,    Membership Secretary, Beverly A. Schmer

 

2007 By-Laws Revision Committee Members

 

L. G. “Bud” Eaton, Director

Beverly A. Schmer, Membership Secretary

Dee West, Director

 

BHSAA By-Laws Adoption dates

 

Original: Adoption, 12 November 1994; Revised: 10 November 1999; Revised: 14 July 2001; Revised: 12 April, 2008; Revised: 10 February 2010

 

 

 

______________________________________________13 February 2010

Chuck Kaysner                                                                                 Date

President BHSAA

 

 

______________________________________________13 February 2010

L. G. “Bud” Eaton                                                                          Date

Director BHSAA

 

 

Index

 

ARTICLE 1 NAME  …………….……………………………..……………………….. 1                  

            

ARTICLE II PRINCIPLE OFFICE …………. …………………..…………………….. 1

 

ARTICLE PURPOSE ….…….……………………….………..……………………. 1

 

ARTICLE IV MEMBERS  ……..…………………………………..…………….…..… 2

 

        Section 1. Membership Eligibility ………………………………………………    2

         Section 2. Active Membership ……………………………………………………  2

         Section 3. Life Membership

Section 4. Associate/Corporate Membership

Section 5. Honorary Membership ………………………………………..……….. 3

Section 6. Inactive Membership ……………………….………………….……… 3

 

ARTICLE V DUES ………………..………………..…………………..….…….…….. 3                                            

 

Section 1. Dues

Section 2. Allocation of Dues

 

ARTICLE VI MEETINGS OF MEMBERSHIP ……………....……..…………...…….. 4

 

       Section 1. Location of Meetings ……………………………………..………………4

       Section 2. Regular and Annual Meetings Schedule ……………………………..….  4

       Section 3. Special Meeting  ..………………………………..……………………… 4

 

ARTICLE BOARD OF DIRECTORS ……………………..………..……..…..…..  4

 

      Section 1.  Definition and General Powers ……………………………..……..……. 4

      Section 2.  Nominations and Elections ………………………….………………..… 5

      Section 3.  Number of Board Members, Terms of Office ……….………………....  5

      Section 4.  Vacancies …………………………………………..……………….......  5

      Section 5. Compensation ……………………………………...……………………. 5

 

ARTICLE VIII MEETINGS OF BOARD OF DIRECTORS ……………………..….... 6

 

      Section 1.  Location of Meetings  ……………………………………………….….. 6

      Section 2.  Regular and Annual Meetings Schedule …………………….………….. 6

      Section 3.  Special Meeting ………………………………………………………… 6

      Section 4.  Notice of Special Meeting ……………………………………………...  6

      Section 5. Quorum …………………………………………..……………………… 7

 

ARTICLE IX OFFICERS ……………………………………………………………..... 7

 

      Section 1. Officers, Terms of Office and Duties …………………………………… 7

      Section 2. Nominations and Elections …………………………………..………….  8

      Section 3. Removal from Office …………………………………………………,… 8

      Section 4. Vacancies ……………………………………………………………….   9

 

ARTICLE X MEETINGS OF OFFICERS ………….……………………..…………… 9

 

ARTICLE XI COMMITTEES………………………….…………………..…………… 9

 

ARTICLE XII   CONTRACTS FUNDS …………………….…………………… 9

 

      Section 1 Contracts ………………………………………………………..……..…,. 9

      Section 2 Expenses  …………………………………………………......................  10

      Section 3 Deposits of Funds ………………………………………………………,. 10

      Section 4 Withdrawals of Funds ………………...…………………………….....… 10

 

ARTICLE XIII   BOOKS, RECORDS AUDITS ….…….………………..….…. 11

 

ARTICLE XIV   FISCAL YEAR …………………..………………………….….…... 11

 

ARTICLE XV   CORPORATE SEAL ….…………………………..….……………... 11

 

ARTICLE XVI   RULES OF ORDER ………………………….….......……………... 12

 

ARTICLE XVII    AMENDMENTS TO BY-LAWS .….……………….……………. 12

 

ARTICLE XVIII   DISSOLUTION ….…………………………….……………….… 12

 

Executive Board Members ……………………………………….…………………… 13

 

BHSAA By-Laws Adoption Dates ..………………………………………………..… 13

 

INDEX ……………………………………………………………………………   14,15

 

 

 

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