Articles of Association and Bylaws - Red Hill Parent Teacher Organization

Article 1:

The name of the organization shall be the Red Hill Parent Teacher Organization (PTO).

Article 2:

The place in Virginia where the principle office of the organization is to be located is the County of Albemarle.

Article 3: Purpose

Section 1: The purpose of the organization is to supplement the educational experience of all students attending Red Hill Elementary school by:

A. Providing a framework for coordinating fundraising and volunteer efforts to purchase instructional items and fund events, activities and school enhancements to enrich the learning experience that would not otherwise be provided by the school budget.

B. Cooperating with the school to support the improvement of education in ways that do not interfere with the administration of the school.

C. Providing a forum for interaction and understanding between parents, teachers, students and their families.

Section 2: This organization is organized exclusively for charitable and educational purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501c(3) of the Internal Revenue Code, or the corresponding section of any federal tax code.

Section 3: The organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501c3 of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (B) by an organization, contributions to which are deductible under section 170�(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

Article 4: Membership.

All Red Hill Elementary parents and/or legal guardians and staff are automatically members of the Red Hill Elementary PTO. Mandatory dues are not required.

Article 5: Executive Board

Section 1: The Executive Board shall consist of the President, the co-President, Vice-President, co-Vice-President, Treasurer, co-Treasurer and Secretary. A minimum of President, co-President and Treasurer shall make up the Executive Board in the event that not enough parent volunteers can be found. Each member has one vote. In the event of a tie vote, the President shall deem the motion as void and no action shall be taken until such time as a board member is willing to change their vote to break the tie.

Section 2: The Executive Board may meet regularly to manage the affairs, activities and operation of the organization. A majority of the regular members of the Executive Board shall constitute a quorum for the transaction of business. The act of the majority of the members of the Executive Board present at a meeting at which a quorum is present shall be required for all action to be taken.

Section 3: The Executive Board will prepare a budget and decide on expenditures for the operation of the organization.

Section 4: Other individuals may be invited to attend the Executive Board meetings in order to clarify information regarding Red Hill PTO activities. This person does not have an Executive Board vote, but may be part of the discussion.

Article 6: Officers

Section 1: The officers of the organization shall consist of the President, co-President, Vice-President, co-Vice-President, Treasurer, co-Treasurer and Secretary.

Section 2: The office of President is an elected position. The President shall appoint the remaining officers.

Section 3: Two persons may be appointed by the President to fill any single position. In this instance, both persons shall be given all of the rights and responsibilities of the office as enumerated herein but will only have one vote between the two persons.

Article 7: Duties of Officers

Section 1: President.

The President shall appoint officers to the Executive Board, preside at all meetings, prepare the agenda for meetings, form special committees, provide guidance in line with the stated purpose of each committee and appoint chairpersons for said committees with the approval of a simple majority of the officers, obtain the appropriate fundraising approvals, and shall in general, supervise and control all of the activities of the organization.

Section 2: Co-President.

The co-President shall perform the duties of the President in the absence of the President.

Section 3: Vice-President.

The Vice-President shall perform the duties of the President in the absence of the President and co-President and in general, perform other duties as may be assigned by the President.

Section 4: Co-Vice-President.

The Co-Vice-President shall perform the duties of the Secretary in the absence of the Secretary. The Co-Vice-President shall be responsible for publicity for all events of the organization, act as liaison to the school website coordinator and in general, perform other duties as may be assigned by the President.

Section 5: Treasurer.

The Treasurer shall be custodian of all funds of the organization, process deposits, receipts and disbursements, keep an accurate accounting of the financial activity of the organization and file all financial related documents of the organization.

Section 6: Co-Treasurer.

The co-Treasurer shall perform the duties of the Treasurer in the absence of the Treasurer.

Section 7: Secretary.

The Secretary shall keep the minutes of the proceedings of the Executive Board, handle correspondence of the organization and keep a permanent file of all minutes and correspondence of the organization.

Article 8: Special Committees

Section 1: The President and/or the Executive Board may create special committees. Special committees shall be created for a specific time and/or task and shall cease to exist when that time or task has been completed. The President shall appoint chairpersons of all Special Committees. The Chairperson shall report the plans and activities of the committee to the Executive Board, which must approve all such reports and activities.

Article 9: Elections

Section 1: Procedure.

The co-President, after having served one year, shall automatically become the President of the organization. However, any member of the organization may run for President. If more than one person is presented to run for President, an election by secret ballot will be held. One vote per registered child at Red Hill Elementary School will be allowed. In the event of a tie vote, a re-election shall be held two weeks from the initial election.

Section 2: Terms of Office.

The term of each officer shall be one year, beginning on July 1 and ending on June 30 of each year. With the exception of President, a person appointed to the Executive Board may be appointed to the same or other office for more than one term. The President may not serve for the more than two consecutive full terms.

Section 3: Vacancies.

The Executive Board shall fill any vacancy in office because of lack of volunteers, death, resignation or inability to serve for the unexpired portion of the term until the President can make an appointment. Should a vacancy occur in the office of President, the co-President shall immediately assume the office.

Article 10: Meetings

Section 1: Regular meetings of the Executive Board shall be held during the year. The President or a majority of the Executive Board may call special meetings. Adequate notice of all meetings shall be given to all members of the Executive Board and, in the absence of an emergency, at least seven days in advance.

Section 2: General membership meetings shall be held twice during the school term. Notification of such meetings will be posted ten days prior to the meeting.

Article 11: Finances

Section 1: Budget.

The Executive Board shall prepare a budget of anticipated revenue and expenses for each year beginning July 1 and ending on June 30. The budget shall be made available to the general membership. The budget shall be used to guide the activities of the Executive Board during the year. In the event of a budget shortfall, the Executive Board shall determine whether fund to the remaining activity(s) by holding additional fundraisers or not to provide funding.

Section 2: Obligations.

The Executive Board may authorize any officer or officers to enter into contracts or agreements for the purchase of materials or services on behalf of the organization. The officer(s) shall not have the authority however, to enter into such agreements on behalf of Red Hill Elementary School or the Albemarle County School Board, nor should they hold themselves out as having such authority.

Section 3: Loans.

No loans shall be made by the organization to anyone.

Section 4: Commercial Paper

All checks, drafts or other orders for the payment of money on behalf of the organization shall be signed by the Treasurer or by any other person authorized by the Executive Board. Any check over $500 will require two signatures.

Section 5: Deposits and Disbursements

The Treasurer shall deposit all funds of the organization to the credit of the organization in such banks, trust companies or other depositories as the Executive Board may select and shall make such disbursements as authorized by the Executive Board in accordance with the budget adopted by the membership. All deposits shall be made within five days from the receipt of the funds and disbursements shall be made within a maximum of thirty days of orders of payment.

Section 6: Earnings

No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, officers or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article 3.

Section 7: Financial Report

The Treasurer shall prepare a financial report and file all financial related documents each year ending on June 30. The Executive Board shall have the report and accounts examined annually by an informal audit committee, who, if satisfied that the Treasurer's annual report is correct, shall sign a statement of that fact at the end of the report.

Article 12: Amendment Procedure

These Articles may be altered, amended or repealed and new Articles may be voted on and adopted by the Executive Board at any regular or special meeting in as such that the amendment does not violate the statutes of a 501c3 organization. The amendment must be made in written form.

Article 13: Conflicting Policies

If any part of these Articles conflict with the decisions, policies or procedures adopted by the Albemarle County School Board, the Executive Board will have the option of allowing the decision of the Albemarle County School Board to control or dissolving the organization.

Article 14: Dissolution

Upon the dissolution of the organization, after paying or adequately providing for the debts and obligation of the organization, the remaining assets shall be distributed for one or more exempt purposes within the meaning of section 501c3 of the Internal Revenue Code, or the corresponding section of any future federal tax code. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction in Albemarle County, Virginia, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes