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ARTICLE I NAME
The name of the not for
profit organization shall be the United Way of Garrett County.
ARTICLE II PURPOSE
The purpose of the United Way
of Garrett County is to serve as a focal point for facilitating the
coordination and delivery of community services to improve the quality
of life for Garrett County, providing contributors the most cost
effective solutions to fund community non-profit organizations.
ARTICLE III MEMBERS
(a)
Each individual, firm, association or corporation who makes a
contribution to or for the benefit of
United Way of Garrett County shall be a member of the United Way of
Garrett County.
(b) Each participating
agency which has been approved for affiliation by the Board of Directors
of the United Way of Garrett County shall be a member of the United Way
of Garrett County.
ARTICLE IV MEETINGS
Section
1 Annual Meeting
The annual meeting of the members of
the United Way of Garrett County shall be held on a date and time as
determined by the Board of Directors. Such meetings shall be open
for the transaction of the general business of the United Way of Garrett
County.
Section
2 Notice of Annual Meeting
a. It shall be the duty of the
Chairperson and/or Secretary to have an article published in a newspaper
which has general circulation in areas served which shall set forth the
time and place of the annual meeting. No special form or notice shall
be necessary and a news article which generally complies with the terms
of this section shall be sufficient notice of a meeting.
b. The notice shall include an agenda
which will include an annual report, a slate of members for the
Executive Committee, and consideration of bylaws amendments.
Section 3
Quorum
Ten members shall constitute a quorum for
the transaction of business of the United Way of Garrett County.
Section 4 Voting
All
members must vote in person and each member present shall have one
vote.
Section 5 Order of
Business
At
all meetings the order of business shall be in accord with Roberts Rules
of Order.
ARTICLE V BOARD OF
DIRECTORS
Section 1 Election
and Duties
a. The business
and property of the United Way of Garrett County shall be conducted and
managed by a Board of Directors which shall consist of up to 25 members.
b. The Board of
Directors members shall be elected by the Members at their annual
meeting by majority vote. The members elected in any given year shall
equal the number whose terms expire in that year. Each member shall
serve a term of three years, or until a successor shall be elected
pursuant to Sections 6 and 7.
c. During the
first three years of the organization, three members of the Board of
Directors shall serve one-year terms, three members shall serve two-year
terms, and three members shall serve three-year terms. These members
may be re-elected pursuant to Section 9.
d. The Board of
Directors shall keep minutes of the meetings and a full account of the
transactions.
Section 2 Regular
Meetings
The Board of Directors shall
meet at such places as may be fixed from time to time by the Board of
Directors.
Section 3 Special
Meetings
Special meetings of the Board
of Directors shall be held whenever called by the Chairperson or by a
majority of the Board of Directors. Notice of special meetings shall be
given to each member of the Board of Directors at least one week prior
to said meeting.
Section 4 Notice of
Meetings
Notice of every regular
meeting shall be given to each member of the Board of Directors, either
verbally or in writing at least 30 days prior to said meeting.
Section 5 Quorum
A simple majority of regular
members of the Board of Directors shall be necessary to constitute a
quorum for the transaction of business.
Section 6 Removal
A
member of the Board of Directors may be removed from the office by a
vote of the majority of the members in attendance.
Section 7 Vacancies
If
any member of the Board of Directors were to die, resign, cease to be a
member of the United Way of Garrett County, or be removed, a majority of
the remaining members of the Board of Directors, may elect a successor
to hold office for the unexpired portion of the term of the member of
the Board of Directors whose place shall become vacant and until a
successor shall have been duly chosen and qualified.
Section 8
Compensation
Members of the Board of Directors shall not receive any compensation
for their services.
Section 9 Term Limits
No
member of the Board of Directors shall serve more than two consecutive
terms and shall not be eligible again for election until a period of one
year has elapsed.
ARTICLE VI OFFICERS
Section 1
Election
The officers of the United Way of
Garrett County shall be elected by the members of the Board of Directors
at the first meeting of the members of the Board of Directors and
bi-annually thereafter.
Section 2
Executive Officers
The Executive Officers of the United
Way of Garrett County shall be a Chairperson, a Vice-Chairperson, a
Secretary, and a Treasurer. Each officer shall hold office for a term
of two years. Officers may serve no more than two (2) consecutive terms
and shall not be eligible again for election to the same office until a
period of one (1) year has elapsed.
Section 3
Chairperson
The Chairperson shall preside at all
meetings of the members of the Board of Directors; shall have authority
to sign and execute in the name of the United Way of Garrett County all
authorized contracts and other instruments.
Section 4
Vice-Chairperson
In the absence of the Chairperson,
the Vice-Chairperson shall perform all the duties of the Chairperson,
and, when so acting, shall have the powers of the Chairperson. The
Vice-Chairperson shall, if provided by resolution of the Board of
Directors, have authority to sign and execute in the name of the United
Way of Garrett County all authorized contacts and other instruments.
Section 5
Secretary
The Secretary shall keep minutes of
the meetings of the Members and of the Board of Directors; shall see
that all notices are duly given in accordance with the provisions of the
bylaws or as required by law; shall be the custodian of the records of
the United Way of Garrett County; may sign with the Chairperson or
Vice-Chairperson all instruments executed by the United Way of Garrett
County; and in general, shall perform all duties ordinarily incident to
the office of the secretary.
Section 6
Treasurer
The Treasurer shall have charge of
and be responsible for all funds, securities, receipts and disbursements
of the United Way of Garrett County and shall deposit or cause to be
deposited in the name of the United Way of Garrett County all monies or
other valuable effects in such banks, trust companies or other
depositories as shall from time to time be selected by the Board of
Directors; shall render to the Chairperson of the Board of Directors,
whenever requested, an account of the financial condition of the United
Way of Garrett County; and in general shall perform all duties
ordinarily incident to the office of a treasurer.
Section 7
Compensation
The officers of the United Way of
Garrett County shall not receive any compensation for their services.
Section 8
Removal
The Board of Directors shall have
the power at any regular or special meeting to remove any officer by a
vote of the majority of the members in attendance and such action shall
be conclusive on the officer so removed.
Section 9
Vacancies
The Board of Directors, at any
regular or special meeting, shall have the power to fill any vacancy
occurring in any office for the unexpired portion of the term.
ARTICLE VII EXECUTIVE
COMMITTEE
Section 1
Members/Election
The members of the Executive
Committee shall consist of the Chairperson, Vice-Chairperson, Secretary,
Treasurer, chairs of committees designated under Section 3 (b) and up to
four Directors at Large from the Board of Directors, such members
elected annually by the Board of Directors. The Executive Director of
United Way of Potomac Highlands shall serve as an Ex-officio member.
Section 2
Terms
Each member of the Executive
Committee shall serve for a term of two years or until a successor is
elected pursuant to Article VI.
Section 3
Duties
(a) The Executive
Committee shall be responsible for conducting and managing the
business and property of the United Way of Garrett County on behalf of
members between meetings of the Board of Directors.
(b) The Executive
Committee shall appoint a Chairperson of the Campaign/Marketing
Committee, the Community Response (Allocations) Committee, the Volunteer
Development Committee and the By-laws Committee. Additional committees
may be appointed as needed. All chairpersons who are not members of the
Executive Committee shall be deemed as advisory members. Committee
chairpersons may not serve more than two consecutive two-year terms.
(c)
The Executive
Committee shall meet at least bi-monthly and shall keep minutes
of its meetings and a full account of its transactions for the Board of
Directors.
(d) A simple
majority of the Executive Committee shall be necessary to constitute a
quorum.
ARTICLE VIII COMMITTEES
The United Way of Garrett County will have four standing
committees. These committees shall be a Bylaws Committee, a
Campaign/Marketing Committee, a Community Response (Allocations)
Committee, and a Volunteer Development Committee. These committees will
perform the functions of a volunteer United Way of Garrett County as
hereafter described. Members of the United Way of Garrett County, as
described in Article III, may volunteer for committee participation.
Additional committees may be appointed by the Executive Committee.
Committee Bylaws can be viewed by clicking
here.
Section 1 Bylaws Committee
The purpose of the Bylaws
Committee is to review the bylaws of the United Way of Garrett County
and to make recommendations to the Executive Committee and Board of
Directors as to any amendments for approval by the membership pursuant
to Article XI.
Section 2 Campaign/Marketing Committee
The purpose of the
Campaign/Marketing Committee is to organize the annual United Way of
Garrett County fundraising and marketing campaigns and to manage
implementation of strategies to raise a maximum amount in contributions
to meet recognized needs of the community.
Further, the committee
conducts year round communications programs to encourage donor financial
support through public awareness of the United Way of Garrett County and
its work to help solve recognized community needs.
Section 3
Community Response (Allocations) Committee
(a) The purpose of the Community Response (Allocations) Committee is to
review the relationship between recognized needs in the community and
United Way of Garrett County allocations to qualified providers and to
make recommendations to the Board of Directors to assure that United Way
of Garrett County funds are used to address identified community needs.
(b) To offer an opportunity for United Way of Garrett County and
community service providers to review mutual purposes, responsibilities
and obligations; to provide an opportunity to assess an agency's place
in the community and the agency's and United Way of Garrett County's
adjustment to changing community conditions; to qualify community
service providers who desire an allocation of funds from the United Way
of Garrett County; and to make appropriate recommendations to the
Executive Committee.
Section 4 Volunteer Development Committee
The purpose of the Volunteer
Development Committee is to recruit, orient and develop volunteers for
the United Way of Garrett County who will provide leadership, fund
raising abilities, diversity and vision.
ARTICLE IX AFFILIATED AGENCIES
Section 1 Qualifications
United Way of Garrett County acts primarily for contributors
seeking the most cost-effective solutions to fund community nonprofit
organizations that demonstrate measurable results in providing community
services.
United Way of Garrett County will qualify for funding any
organization conducted for charitable purposes, including local
nonprofit organizations, which, in the opinion of the Community Response
and Executive Committees, is rendering a valuable service that has
positive results meeting recognized community needs, providing the
agency submits a copy of an IRS letter of determination indicating
approval to receive tax deductible gifts.
The Community Response and Executive Committees will
periodically prescribe conditions for qualification of organizations to
the status of affiliated agencies and for the regulation, duration and
termination of such status.
Section 2 Allocation of Funds
The Executive Committee, after receiving a recommendation
from the Community Response Committee, shall allocate the funds
available for distribution to affiliated agencies at such time and in
such amounts as it shall decide. Affiliated agencies shall be bound by
such allocations.
ARTICLE X MISCELLANEOUS
Section 1 Negotiable Instruments and Other Evidence of Indebtedness
All checks, drafts or other orders for payment of monies,
notes or other evidence of indebtedness issued in the name of or payable
to United Way of Garrett County shall by signed or endorsed by such
person or persons and in such manner as from time to time shall be
determined by resolution of the Board of Directors.
Section 2 Surety Bonds
The Board of Directors may, at its discretion, require any
officer of the United Way of Garrett County to give a surety bond for
the faithful performance of duties in such form and in such sum and by
such surety company as the Board of Directors may determine. All such
bonds shall be for the benefit of and payable to the United Way of
Garrett County and the premiums, therefore, shall be paid by the United
Way of Garrett County.
Section 3 Fiscal Year
The fiscal year of the United Way of Garrett County, upon
the basis of which its accounts and records shall be kept, shall be the
calendar year from January 1 to and including December 31 of each year.
Section 4 Books and Records
All books and records of the United Way of Garrett County
shall be kept at the principle office of the County United Way and shall
be open for inspection at any reasonable time by any member of the
United Way of Garrett County.
Section 5 Campaign Year
The campaign year shall be defined as that period from May 1
of any given year until the following April 30 of the next year. During
this time, all monies pledged or contributed to the said campaign shall
be included in the campaign total.
ARTICLE XI AMENDMENTS
The Members of the United Way of Garrett County shall have
the power to make, alter, or repeal the Bylaws of the United Way of
Garrett County at any annual meeting thereof by a two-thirds vote of
Members in attendance.
*Bylaws as amended March 8, 2006
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