BAKER HOME AND SCHOOL CLUB BYLAWS
Amended on October 14, 2020
ARTICLE 1: NAME
The name of this organization shall be the Baker Home and School Club, 4845 Bucknall Road, San Jose, California 95130 (non-profit ID #77-0045369).
ARTICLE 2: PURPOSES
The purpose/s of this organization shall be to promote the general welfare of all the students attending Baker Elementary School (“School”), to assist the staff in providing for the educational needs of the children, and to foster cooperation and understanding between the school and the community.
ARTICLE 3: POLICIES
Section 1. The organization shall be non-sectarian and non-partisan. The organization shall not develop or endorse candidates for any political offices. The organization shall not engage in propaganda, participate or intervene in any political campaign (including, without limitation, publishing, or distribution of statements) on behalf of any candidate for public office.
Section 2. The organization is organized for nonprofit and philanthropic purposes and shall not develop commercial enterprises. Neither the Board members nor the individual members shall derive monetary profit from the organization. The organization shall not engage in, participate or otherwise become involved in any religious activities.
Section 3. The organization shall seek to improve understanding between home and school.
Section 4. The organization shall avoid interference with the school activities.
Section 5. The organization shall adopt a budget and utilize funds for necessary organization expenditures and approved materials, equipment, and services for the school.
Section 6. The organization shall endorse and support the philosophy and goals of the School and the Moreland School District.
ARTICLE 4: MEMBERSHIP
Section 1. Parents or guardians of all students attending Baker Elementary are members of the Baker Home and School Club.
Section 2. The privilege of holding office, making motions, and voting shall be restricted to the members of the organization.
Section 3. Baker Elementary staff members are granted honorary membership of the Baker Home and School Club.
ARTICLE 5. MEETINGS
Section 1. The Executive Board and general membership may meet once a month (“General meeting”), but there shall be no less than seven General meetings during a school year. The Executive Board shall determine the date and time of the General meetings. The Executive Board must give at least seven days’ written notice to the membership of a General meeting date, time, and location. All persons interested in the business of the Home and School Club may attend and participate in a General meeting. However, only members have the right to vote on actions of the Baker Home and School Club.
Section 2. A quorum of the membership is necessary to hold a valid meeting where the approval of the members is being solicited. A quorum shall consist of not less than seven members (either voting in person or by proxy). Unless otherwise required by these by-laws, a vote of the majority of the members present at a valid meeting (or voting by proxy) shall be sufficient to approve all matters submitted to members for approval. A member voting by proxy must submit a written note to any member of the Executive Board indicating the member’s permission to have another member vote for him or her. A vote may be conducted by a show of hands or by a written ballot.
ARTICLE 6: EXECUTIVE BOARD
Section 1. The Executive Board shall consist of President, Vice President, School Principal, Secretary, Treasurer, Auditor, and Scrip Coordinator. The Executive Board shall transact business in accordance with the policies of the organization, shall prepare for the general membership meetings, shall create rules and policies as needed, shall prepare and submit a budget for membership approval, and prepare reports and information for the membership. Upon the expiration of his or her term of office, each officer shall turn over to his or her successor, without delay, all records, books, funds and any other material or information pertinent to the office. Also upon expiration of his or her term, each officer shall advise the newly elected candidate of all ongoing matters and assist with the newly elected candidate’s transition into office.
a.) President. The President shall preside at all meetings (of the Executive Board and General Meetings); serve as chief executive officer of the organization; coordinate the recruitment and appointment of committee chairpersons; attend Moreland School District President’s Council meetings; shall work cooperatively with the School Principal and Executive Board in achieving the purpose(s) of the organization. The role of President may be shared by 2 members as Co-President.
b.) Vice-President. The Vice-President shall assist the President and shall assume the duties of the President when required. The Vice President shall act in the interest of and reduce the demands on the President. The President may designate the Vice President to act in his/her capacity as a member of any committee. The Vice President shall also organize fundraising and social events, maintain a calendar and records of fundraising and social activities, recruit members to assist with fundraising and social events, evaluate the fundraising activities and social events, explore new or different fundraising activities and social events, and act as a liaison between others organizing school fundraisers (for example, the science camp or 4th grade field trips) and the Home and School Club. The role of Vice-President may be shared by 3 members as Co-Vice President.
c.) Secretary. The Secretary shall keep an accurate record of Executive Board and General Meetings. The minutes of the General Meetings shall be read or reviewed and approved at subsequent meetings. The Secretary shall provide copies of the minutes to the President, Vice-President, and Principal. The Secretary shall maintain a file of the records of the meetings. The Secretary shall prepare a roster of Executive Board members and chairpersons and keep a roster of the attendees at General Meetings. The Secretary may provide all current Home and School Club information, including General meeting minutes (approved and unapproved) and communications, to the webmaster for publication on the school website, provided the President and Principal have approved the publication. The role of Secretary may be shared by 2 members as Co-Secretary.
d.) Treasurer. The Treasurer shall have responsibility for the receipt and deposit of all funds for the Baker Home and School Club. In cooperation with the Executive Board, the Treasurer shall prepare a proposed budget for the membership to be presented at and approved by the membership at the first General meeting of the school year. The Treasurer shall keep an accurate statement of the finances of the organization and provide a copy to the secretary. The Treasurer shall prepare a final financial statement for the organization’s fiscal year to be presented to the Executive Board and the membership. The Treasurer’s duties include accurate record-keeping, approved disbursements, financial reports at Executive Board and membership meetings, smooth transition of financial records to the successor and submission of prepared financial reports for tax preparation. The role of Treasurer may be shared by 2 members as Co-Treasurer.
e.) Scrip Coordinator. The Scrip Coordinator shall produce financial reports to be submitted monthly to the membership at the General Meeting, with a copy to the Treasurer. The Scrip Coordinator may recruit volunteers from the membership to assist with the sale of Scrip cards. The Scrip Coordinator shall collect and regularly deposit Scrip funds and shall maintain the Scrip checkbook and records.
f.) Auditor. The Auditor shall review receipts, bank statements, and monthly financial reports submitted by the Treasurer to ensure that all receipts were properly deposited in the bank and all payments made by the Treasurer were accurately reported and accounted for. The Auditor shall also review the receipts, bank statements, and monthly reports of the Scrip Coordinator to ensure that all receipts were properly deposited and all payments made by the Scrip Coordinator were accurately reported and accounted for. The Auditor will give a monthly report of the audit to the Executive Board. If any year-end financial statements are prepared by the Treasurer or Scrip Coordinator, the Auditor will review those statements for accuracy and report his/her findings to the Executive Board.
g.) School Principal. All Home and School Club activities and communications must be approved by the School Principal. The School Principal shall serve as the President, in the absence of the President and the Vice-President or when otherwise required. The School Principal shall coordinate with the Executive Board on any changes to the by-laws.
Section 2. Term. Each member elected to a position on the Executive Board shall serve a one-year term. No elected officer shall be eligible for the same office for more than two consecutive terms, however, the Executive Board may permit additional consecutive terms for good cause. Officers shall be installed at the last general meeting of the school year and shall assume the duties of their respective office through the following school year. (The School Principal is not an elected position and therefore is exempt from this section.)
Section 3. Vacancy. The President shall appoint, with approval by the Executive Board, a member with his or her consent to fill any vacancies occurring between elections. The appointment must be approved at the next regularly scheduled General Meeting by a majority vote (in person or by proxy). Should the office of the President become vacant, the Vice-President shall assume this role. If more than one person holds this role, any one or more than one Vice President may assume the vacant President office.
Section 4. Executive Board Meetings. The Executive Board may meet once per month to discuss matters of business and how to best achieve the organization’s goals. A special meeting of the Executive Board may be called by any two Board members. Three days’ notice and a quorum of the Executive Board are necessary to hold a meeting wherein approval on any matter is required. A quorum of the Executive Board shall consist of two-thirds of its members. If a Board member is unable to attend a meeting wherein approval on any matter is required, any Board member may present the absent Board member’s suggestions, comments, or voting desires for the Executive Board’s consideration; however, the Board member or a proxy must be present to vote on any matter. A proxy shall be any other member of the Executive Board. The vote may be conducted by a show of hands or by written ballot. A majority vote shall be sufficient to approve all matters.
Section 5. Executive Board Actions. The Executive Board shall endeavor to determine the membership’s interests and carry out its desired actions in accordance with the purposes and policies of the Baker Home and School Club. The Executive Board has the responsibility of keeping the membership informed of the Club’s sponsored events, fundraising activities, financial status, and obligations. No Executive Board action may conflict with a decision approved by the membership or with the purposes and policies of the Baker Home and School Club. The Executive Board shall not act outside the scope of authority set forth in the Club’s by-laws.
Section 6. Conflict of Interest. Any member of the Executive Board who has a financial, personal, or official interest, conflict or appearance of conflict, with any matter pending before the Executive Board, of such nature that it prevents or may prevent that member from acting in an impartial manner will offer to voluntarily excuse him- or herself from discussion and voting on that item.
Section 7. Removal of Officers. Any officer may be removed “for cause” by a two-thirds vote of the Executive Board or by a vote of the majority at a General meeting of the Baker Home and School Club. “For cause” shall mean, among other things, that an officer shall have missed three consecutive meetings of the Board or fails to support the mission of the Baker Home and School Club.
ARTICLE 7. NOMINATIONS AND ELECTIONS
Section 1. The Executive Board shall request submissions for candidates for the Executive Board positions at least one month prior to the annual election. The request for submissions of candidate names shall be distributed to the membership through the School’s regular method of communicating to parents and guardians of the School. Any member of the Executive Board may suggest names or seek potential candidates for any open position on the Executive Board.
Section 2. Any member of the Executive Board may recruit and recommend one or more candidates for each Executive Board position and shall report such recommendations one month prior to the annual election.
Section 3. The privilege of holding office shall be restricted to members. Nominations, including self-nomination, may also be submitted by written ballot.
Section 4. The consent of each candidate must be obtained before his/her name is placed in nomination. Candidates running as co-officers will be listed on the ballot together as one position.
Section 5. The ballots shall be distributed to the membership through the School’s regular method of communicating to parents and guardians of students. The ballots shall be distributed at least 14 days prior to the election.
Section 6. Election of officers shall be held by ballot at the end of the first week in May each year.
Section 7. Election shall be by a majority vote by written ballot. The written ballots shall be made available for inspection for a period of ten days following the election.
ARTICLE 8. BUDGET AND SPENDING AUTHORITY
Section 1. The Executive Board shall meet to prepare the budget for the subsequent school year. The budget must be completed and presented in written form at the first General Meeting of the school year. The budget must be approved by the membership by a first and second motion to approve it and a majority vote of those present at the meeting (voting by proxy). The fiscal year of the organization is from August 1st to July 31st.
Section 2. Funds of the Baker Home and School club can be spent only in accordance with the approved budget. Any expenditure less than three hundred U.S. dollars ($300) that cannot be identified with reasonable specificity as a line item on the approved budget requires the approval of the Executive Board. Any expenditure over three hundred U.S. dollars that cannot be identified with reasonable specificity as a line item on the approved budget must be approved by a majority vote of the membership present at the General meeting (or voting by proxy) where expenditure approval is sought.
Section 3. The President, Vice-President, and Treasurer shall have signing authority. All checks must carry the signature of two authorized signers.. All Scrip checks must carry the signature of two authorized signers. The Scrip coordinator and at least one Scrip volunteer shall have signing authority. Electronic payments may be made in lieu of checks for all HSC and Scrip payments. In the event electronic payments are used, the expense must be approved by 2 HSC Officers with Signing authority.
Section 4. The Executive Board may approve the disbursement of petty cash for Home & School Club events in an amount of no more than $300, provided that amount is returned at the end of the event.
ARTICLE 9: COMMITTEES
Section 1. The Executive Board may create standing committees to carry on the work of the organization.
Section 2. The Executive Board shall approve the appointment of the chairperson of the standing committees. A position may be held by more than one person, acting as co-chairpersons.
Section 3. The term of office for these chairpersons shall be through the end of the current school year.
Section 4. The committee chairperson shall meet with all interested members during the month of September to plan the calendar, discuss the role of the committee, and to report to the Executive Board.
Section 5. Each committee shall maintain a record of all functions, events, and/or fundraising, which is to be turned in at the end of the school year to the Vice President or President.
Section 6. Funds collected at a function or event shall be counted on-site by two committee members, a receipt given by one of the officers, and the funds placed in the School safe. No funds shall be given for individual purchases out of those collected until a receipt is given to the Treasurer. The Treasurer will then issue a check for the purchases. Any purchases should be cleared with the Treasurer and/or the President to ensure sufficient funding is available.
Section 7. The Scrip Committee shall consist of no less than two (2) members.
ARTICLE 10. AMENDMENTS OF THE BY-LAWS
Section 1. After approval by the membership, the By-laws will remain in full force and effect, unless changed or amended by vote of the membership.
Section 2. The procedure for amending the by-laws shall be:
Section 3. A copy of the approved by-laws shall be distributed by the Secretary to any member of the organization upon request and to each Executive Board member upon assuming office.
ARTICLE 11. DEDICATION/DISSOLUTION
Section 1. Upon winding up and dissolution of this organization, after paying or adequately providing for the debts and obligations, the remaining assets shall be distributed to the Moreland Education Fund (a non-profit fund, foundation or corporation, which is organized and operated exclusively for educational purposes and which has established its tax-exempt status under section 501(c)(3) of the Internal Revenue Code).
Section 2. No part of the net earnings or assets of this organization shall ever inure to the benefit of or be distributed to its members, officers, or any private person or entity, except that the organization shall be empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the exempt purposes for which it was formed.
Section 3. Notwithstanding any other provisions of these articles, the association shall not carry on any other activities not permitted to be carried on by a corporation exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1954, as amended.
ARTICLE 12. INSURANCE
The Baker Home and School Club shall have the right, and shall use its best efforts, to purchase and maintain insurance to the full extent permitted by law on behalf of its Executive Board, to cover any liability asserted against, or incurred by, any Executive Board in such capacity, or arising from, the Executive Board status as such. Insurance shall be purchased to cover all assets, including cash and scrip inventory. An audit will be performed annually.