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Bylaws of the Scituate STEAM Collaborative
As adopted May 22, 2017
Article I. Name. The name of the organization shall be the Scituate STEAM Collaborative.
Article II. Purpose. The association is organized exclusively to promote Science, Technology, Engineering, Arts, and Math (STEAM) activities in the town of Scituate, Massachusetts and our greater community.
Article III. Members. Any individual interested in Scituate STEAM Collaborative activities may be a member. Any person who participates in Scituate STEAM Collaborative programming and/or signs up to be a member will be considered as such.
Article IV. Officers and Elections.
Section 1. Officers and Duties. The officers shall be a president, vice president, treasurer, and secretary. Two persons may be nominated and elected to fill any single office. In this instance, both persons shall be given all the rights and responsibilities of the office as enumerated herein. One person may be nominated and elected to fill more than one position.
a. President. The president shall preside over regular member meetings of the organization and Executive Board meetings, serve as the primary contact for school districts and community members, represent the organization at the meetings outside the organization, serve as ex-officio member of all committees, and coordinate the work of all the officers and committees in order that the purpose of the organization be served.
b. Vice President. The Vice President shall assist the president and carry out the president’s duties in his or her absence or inability to serve.
c. Treasurer. The treasurer shall manage all funds of the organization, keep an accurate record of receipts and expenditures, and pay out funds in accordance with approval of the Executive Board. He or she will present a financial statement at every meeting and at other times of the year when requested by the Executive Board and make a full report at the end of the year.
d. Secretary. The secretary shall keep all the records of the organization, take and record minutes, prepare the agenda, handle correspondence, maintain a membership list, and send notices of the meetings to the membership. The secretary also keeps a copy of the minutes book, bylaws, rules, and any other supplies and brings them to the meetings.
Section 2. Nominations and Elections. Elections shall be held at the last member meeting of the school year or other date as determined by the Executive Board. Nominations may be accepted by the floor. Voting shall be by voice vote unless there is more than one person running then the vote shall be by ballot.
Section 3. Eligibility. Any member of the organization shall be eligible.
Section 4. Term of Office. Officers are elected for a two-year term beginning June 15 and ending June 14 of the second year.
Section 5. Vacancies. If there is a vacancy in the office of the president, the vice president shall become president. At the next regularly scheduled meeting or a date as soon as possible, an election for the vice president shall take place. If there is a vacancy in any other position, members will fill the vacancy through an election at the next meeting or as soon as possible. The vacant positions may also be filled by the Executive Board for the unexpired portion of the term.
Section 6. Removal from Office. Officers may be removed from office with or without cause by a majority vote of those present at a regular member meeting, assuming a quorum, where previous notice has been given.
Article V – Member Meetings.
Section 1. Regular Member Meetings. There will be minimum of 2 regular member meetings of the organization a year at times and dates to be established by the Executive Board with input from the membership. Members shall be notified of the meetings by announcement at least one week prior to the meeting. Regular member meetings will consist of updates from the Executive Board to the members which may include but not be limited to the following: committee updates, program development, events, treasurer’s report, and solicitation of feedback from members.
Section 2. Quorum. Half the number of members present plus one constitutes a quorum (a majority).
Section 5. Voting. All votes must be made in person at a meeting held for such vote.
Members may not vote by proxy, mail, or e-mail.
Article VI. Executive Board.
Section 1. Directors. The Executive Board shall consist of the Officers.
Section 2. Duties. The duties of the Executive Board shall be to transact business between meetings in preparation for the regular member meeting, create standing rules and policies, creating standing and temporary committees, prepare and submit a budget to the membership, approve routine bills, and prepare reports and recommendations to the membership. The Executive Board shall have the authority to approve expenditures within the budget amount as approved by the membership present at the first meeting of the school year. Expenditures outside of the approved budget amount may be approved by the Executive Board and reported to members at the next regular member meeting.
Section 3. Executive Board Meetings. Executive Board Meetings shall be at such time as may be called by the president and any other times as may be determined by the Executive Board. Members not on the Executive Board may attend Executive Board Meetings by request of the Executive Board.
Section 4. Quorum. Half the number of Executive Board members present plus one constitutes a quorum (a majority).
Section 5. Voting. All votes must be made in person at a meeting held for such vote.
Officers may not vote by proxy, mail, or e-mail unless the vote is unanimous.
Article VII. Committees.
Section 1. Membership. Committees may consist of members and the Executive Board directors with the president acting as ex-officio member of all committees. All committees shall have a chair, report directly to the president and Executive Board, and shall perform such duties as delegated and approved by the Executive Board.
Section 2. Standing Committees. The following committees may be held by the organization: Executive Board Activities, Mentorship, Outreach, Events, and Communications.
Section 3. The Executive Board may appoint other committees as needed.
Article VIII. Finances.
Section 1. A tentative budget shall be drafted in the fall and approved by the majority of members at a meeting called for such vote. Any substantial deviation from the budget must be approved by majority vote.
Section 2. The treasurer shall keep accurate records of any disbursements, income and bank account information.
Section 3. The Executive Board shall approve all expenses of the organization.
Section 4. Two authorized signatures shall be required on all checks in excess of $750.00.
Section 5. The treasurer shall prepare a year-end financial statement for review.
Section 6. Upon the dissolution of the association, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the association is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
Section 7. The fiscal year shall be July 1 to June 30.
Article IX. Standing Rules.
Standing Rules may be approved by the Executive Board, and the secretary shall keep a record of the standing rules for future reference.
Article X. Dissolution.
The organization may be dissolved with previous notice (14 calendar days) to the Executive Board and a majority vote of those present at an Executive Board Meeting, assuming a quorum.
Article XI. Amendments.
These bylaws may be amended at an Executive Board Meeting providing that notice was given at a prior regular member meeting or Executive Board Meeting in writing and sent to all members of the organization. Notice may be given by postal mail, e-mail, or flyer. Amendments may be approved by majority vote of those present at an Executive Board Meeting, assuming a quorum. Approved amendments are enacted immediately upon approval.
Article XII. Conflict of Interest Policy.
Section 1. Purpose. The purpose of the conflict of interest policy is to protect this tax-exempt association’s interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or Executive Board director of the organization, or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.
Section 2. Whenever an officer has a financial or personal interest in any matter coming before the Executive Board, the affected person shall a) fully disclose the nature of the interest and b) withdraw from discussion, lobbying, and voting on the matter. Any transaction or vote involving a potential conflict of interest shall be approved only when a majority of disinterested Executive Board directors determine that it is in the best interest of the association to do so. The minutes of meetings at which such votes are taken shall record such disclosure, abstention and rationale for approval.