BHSPA By-Laws

By-Laws

By-Laws of the Bedford High School Parents Association

Article One: Name and Location

The name of the organization shall be Bedford High School Parents Association (“BHSPA”). The office of record for the organization shall be Bedford High School, 9 Mudge Way, Bedford, Massachusetts 01730.

Mailing Address: P.O. Box 484, Bedford, MA 01730

The Association: BHSPA is a member association of the Bedford School Association (“BSA”) from which it derives its non-profit 501 (c) (3) status.

Article Two: Purpose

The purpose of the organization shall be to facilitate communication between parents and the school community and to raise and distribute funds to supplement programs and services available to High School students and the school community.

Article Three: Membership

Section 1: Membership in the Association shall be limited to parents, natural or by operation of law, and guardians of students of Bedford High School. Any such person shall not be refused membership for any reason.

Section 2: There shall be one class of membership in the Association, which shall entitle the member to full privileges.

Section 3: Each member shall be entitled to one vote on each matter submitted to a vote of the members.

Section 4: Membership in the Association shall be on a school year-to-year basis, except that as of May 1 in any year, parents and guardians of students in the eighth grade in the Bedford Public Schools or at Hanscom Middle School shall be considered to be members of the Association, and shall be entitled to vote in the event of any contested election for officers and committee chairs for the upcoming school year.

Article Four: Meetings of Members

Section 1: There will be a mid-year State of the Association meeting prior to April 1. During this time the discussion will be parent to parent and will include but will not be limited to self-evaluation, committee updates, and shall include a formation of the Elections Committee.

Section 2: The annual meeting of the Association shall be held during the month of May. The time and place are to be determined by the Executive Board. The secretary shall give at least ten business days’ notice to all the members. The purpose of this meeting will include the election of officers for the following year.

Section 3: A quorum shall constitute the members present at the annual meeting of the Association.

Section 4: A majority vote will carry any matter of business except as otherwise set forth in these by-laws or as required by law.

Section 5: Special meetings may be called at any time by vote of the Executive Board or by petition from not less than 50 members of the Association. The secretary shall give the members ten business days’ notice as to the time and place together with a statement as to the matters of business to be considered at said meeting.

Section 6: The Executive Board may designate any place as the place of meeting for any annual meeting or for any special meeting called by the Executive Board.

Section 7: Written notice stating the place, day, and hour of any meeting of members shall be delivered, either personally or by mail, to each member entitled to vote at such meeting, not less than ten business or more than fifty days before the date of such meeting, by or at the direction of the president, or the secretary, or the officers or persons calling the meeting. In case of a special meeting or when required by statute or by these by-laws, the purpose or purposes for which the meeting is called shall be stated in the notice. The notice of a meeting shall be deemed to be delivered when it is electronically posted on the BHSPA Yahoo Newsgroup at (currently: http://groups.yahoo.com/group/bhsp/messages) , but subject to change, and herein referred to as “BHSPA Newsgroup” and/or when members are notified via email to the member email address as it appears in the BHSPA current enrollment roster (currently maintained through BHSPA Yahoo Group member directory).

Article Five: The Executive Board

Section 1: The Executive Board shall manage the affairs of the Association.

Section 2: The Executive Board shall consist of the president (s), vice president (s), treasurer, secretary(ies), and communication coordinator (s) and the chair or designated representative of each standing committee.

Section 3: The term of office shall be July 1 through June 30. Each officer will serve a one-year term with an option of election for a second one-year term. No person shall hold more than one position simultaneously.

Section 4: Each member of the Executive Board shall have one vote. In the case of a shared position the vote shall be divided between the office holders.

Section 5: Special meetings of the Executive Board may be called at any time by the President or by three members of the Executive Board. The secretary shall give ten business days’ notice to all Executive Board members.

Section 6: A quorum shall constitute a majority of the Executive Board at that meeting.

Section 7: A tie vote shall be construed as a negative vote.

Section 8: In the event of a vacancy in any of the elected offices through death, resignation or any other cause, the Executive Board, by a majority vote, may fill such a vacancy for the unexpired portion of the term.

Section 9: Members of the Executive Board shall not receive any compensation for services as members of the board. Nothing herein contained shall be construed to preclude any member of the Executive Board from serving the Association in any other capacity and receiving compensation therefore.

Section 10: Any act of the majority of the quorum shall be the act of the Executive Board, unless the act of a greater number is required by law or by these by-laws.

Article Six: Officers

Section 1: The officers of the Association shall be president, vice president, communications coordinator, secretary, and treasurer. There may be as many as two co-officers for the positions of president, vice-president, secretary and communications coordinator.

Section 2: If there are two presidents the duties may be apportioned between them by mutual agreement. The president (s) shall be the principal executive officer of the Association and shall, in general, supervise and control all of the business of the Executive Board. S/he shall preside at all meetings of the members and of the Executive Board and, in general, s/he shall perform all duties as may be prescribed by the Executive Board.

Section 3: If there are two vice-presidents the duties may be apportioned between them by mutual agreement. The vice president (s) shall perform the duties of the president in the absence of the president or in the event of her/his inability or refusal to act, and when so acting shall have all the powers of and be subject to all the restrictions upon the president. The vice president shall perform such other duties as, from time to time, may be assigned to her/him by the president or the Executive Board.

Section 4: The Treasurer shall have charge and custody of and be responsible for all funds of the Association. S/he shall receive and give receipts for money due and payable to the Association from any source whatsoever, and deposit all such money in the name of the Association. S/he shall sign all checks and make payments of bills and money owed by the Association. S/he shall keep a record of receipts and expenditures of the Association and report in detail on the financial condition of the Association. The Treasurer shall be a signatory of and responsible to the Executive Board for any and all bank accounts, checking accounts, certificates of deposit or other means of safeguarding or investing the funds of the Association or its related enterprises. If required by the Executive Board, the Treasurer shall give a bond for the faithful discharge of her or his duties in such a sum and with such sureties as the Executive Board shall determine. In general, the Treasurer shall perform those duties incident to the office and such other duties as may be prescribed by the Executive Board. The Treasurer shall work with the Treasurer of the BSA to coordinate and file the Association’s tax returns and any other filings required to ensure compliance with federal and state regulations to maintain the Association’s 501(c)(3) status. The Treasurer shall communicate to the Executive Board, either written or orally, when such filings have been completed, and shall, if requested by a Board member, provide copies of said filings. Costs associated with such annual filing requirements, including but not limited to filing fees, shall be charged to and borne equally by the BSA Member Associations.

Section 5: If there are two secretaries the duties may be apportioned between them by mutual agreement. The secretary(s) shall keep the minutes of the meetings of the members of the Executive Board. S/he shall see that notices are duly given in accordance with the Articles of the Association, these by-laws, or as required by law. The secretary shall be the custodian of all correspondence. In general, the secretary shall perform all duties incident to the office and such other duties as may be prescribed by the president or the Executive Board.

Section 6: If there are two communications coordinators the duties may be apportioned between them by mutual agreement. The communications coordinator(s) shall edit and distribute the member news, and edit, publish, and distribute whatever publications the Association prepares.

Section 7: An officer may be removed from office as a result of failure to fulfill the duties of such office or for conduct detrimental to the best interests of the Association by an absolute two-thirds vote of the members at a meeting provided that ten business days’ notice has been given to the officer and members.

Article Seven: Committees

Section 1: The standing committees of the Association shall be the All Night Graduation Celebration, Elections Committee, and such others as may from time to time be established by the Executive Board.

Section 2: Standing committee chairs may be elected as part of the annual election. If there is no proposed chair at the time of the election, standing committees may elect their own chair. In the absence of a chair, a standing committee may designate a representative to the Board.

Section 3: Representatives of the Association shall attend meetings of any other partner organizations as deemed necessary by the Executive Board.

Section 4: Ad hoc committees may be appointed from time to time by the Executive Board. Ad hoc committee chairs shall be appointed by the president subject to the approval of the Executive Board.

Article Eight: Elections

Section 1: The Executive Board shall appoint an Elections Committee no later than the mid-year State of the Association meeting prior to April 1 (see Article Four, Section1). The purpose of the Elections Committee is to solicit nominations for officer positions, to act in an advisory role to nominees, and to conduct the elections in May of each year. The Elections Committee will conduct any other elections as may, from time to time, be deemed necessary by the Executive Board including but not limited to the School Council. The Elections Committee will be informed of regulatory matters that are required by such other elections.

Section 2: The first act of the Elections Committee shall be to notify the general membership, including parents and guardians of eighth grade students, as noted above in Article Three, of the upcoming election. The Elections Committee will also describe the roles and responsibilities expected of each officer’s position at this time.

Section 3: Nominations for the officers and chairs shall be by self or another member. When a second party nominates a potential candidate that nominee must grant permission in writing.

Section 4: The Election slate of all nominees is to be sent to all members at least ten business days prior to the election.

Section 5: If there is any contested election, the vote shall be by ballot submitted to the general membership either in the BHSPA eNewsletter, or by mail, including electronically.

Section 6: The Elections Committee shall notify all Association members of the election results and begin to prepare for a transition period commencing with the election and ending on June 30th. This transition period shall include at least one joint meeting of the sitting and newly elected Executive Boards during which books and records are transferred, and unfinished business is delineated. The sitting secretary records minutes of this meeting.

Section 7: The newly elected Executive Board, upon taking office, may appoint an officer to any of the unfilled officer positions.

Article Nine: Contracts, Checks, Deposits and Funds

Section 1: The Executive Board may authorize any officer or officers, agent or agents of the Association, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Association, and such authority may be general or confined to specific instances.

Section 2: All checks, drafts or orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Association shall be signed by such officer or officers, agent or agents of the Association and in such manner as shall from time to time be determined by resolution of the Executive Board.

Section 3: The funds of the Association shall be deposited from time to time to the credit of the Association in such banks, trust companies or other depositories as the Executive Board may select.

Section 4: The Executive Board may accept on behalf of the Association any contribution, gift, bequest or devise for the general purposes or for any special purpose of the Association.

Article Ten: Books and Records

The Association shall keep correct and complete books and records of accounts and shall also keep minutes of the proceedings of its members and Executive Board. All books and records of the Association may be inspected by any member, or her or his agent or attorney, for any proper purpose at any reasonable time.

Article Eleven: Fiscal Year

The fiscal year of the Association shall begin on the first day of July and end on the last day of June in each year.

Article Twelve: Dues

The Executive Board may determine annual dues payable to the Association by members. Dues shall be payable at any time during the year. No person qualified to be a member according to Article Two shall be excluded for failure to pay annual dues.

Article Thirteen: Notice

Whenever any notice is required by the Articles of the Association, by these by-laws, and not otherwise prescribed by law, such notice shall be sent to the members by mail or sent electronically using a current enrollment roster or posted electronically on the BHSPA Newsgroup.

Article Fourteen: Amendments

These bylaws may be altered, amended or repealed and new by-laws may be adopted by a majority of the Executive Board present at any regular or special meeting provided that at least ten business days’ notice is given to the entire membership of intention to alter, amend or repeal or to adopt new by-laws at such meeting.

Article Fifteen: Parliamentary Authority

The current edition of The Standard Code of Parliamentary Procedure (Sturgis) governs this organization in all parliamentary situations that are not provided for in the law or by-laws, or adopted rules.

Article Sixteen: Dissolution

In the event of the dissolution of the Association, for any reason, all of the remaining funds and properties shall, after payment of necessary expenses thereof, be distributed to any non-profit, charitable or educational organization as the Executive Board may designate.

Last updated – June 3, 2011