NADBP BYLAWS

 

The NADBP is a 501(c)(3) non-profit organization organized under the laws of Pennsylvania.

(Download print-friendly bylaws.)

 

ARTICLE 1 – NAME

 

Section 1

 

The name of this 501(c)(3) organization shall be “North Allegheny District Band Patrons” (hereinafter referred to as the “organization”). Said organization maintains its principal place of business at 10375 Perry Highway, Wexford, Pennsylvania 15090. The organization is a Pennsylvania non-profit, non-stock corporation.

 

ARTICLE 2 – PURPOSES

 

Section 1

 

The organization will be operated exclusively for charitable and educational purposes within the meaning of 501(c)(3) of the Internal Revenue Code as amended (the “Code”). In pursuance of these purposes, the organization shall do all things necessary, proper and consistent with maintaining tax exempt status under Section 501(c)(3) of the Code. Specifically, the organization promotes and supports worthy and music educational activities for the High School Band Program and students (Hereinafter sometimes referred to as the “Band”) of the North Allegheny School District.

 

For purposes of these Bylaws, the “Band” includes all band ensembles recognized and sanctioned by the North Allegheny School District. As of the date of these Bylaws, ensembles included the North Allegheny Tiger Marching Band, Majorettes, Dance Team, Color Guard, Indoor Percussion Ensemble, Concert Percussion, Jazz Ensembles 1, 2, 3 and 4, and all wind ensemble, symphonic and concert band ensembles taught at North Allegheny Intermediate High School and North Allegheny Senior High School.

 

Section 2

 

The primary purpose(s) of the organization includes, but is not limited to:

• Providing support, materials, equipment and services for Band activities.
• Coordinating and training eligible adult chaperones for Band events and functions.
• Providing refreshments for the marching band and visiting bands when they perform at Newman Stadium and at other Band events.
• Engaging in fundraising activities and opportunities for the organization. All fundraising activity is voluntary.
• Sponsoring an annual banquet to honor the Band members.
• Providing achievement awards to deserving Band members. Such awards shall be known as the “North Allegheny District Band Patrons Achievement Awards.” The award recipients shall be selected by the public school district band program Director, which public school district uses non-discretionary, objective selection criteria for deserving award grantees.
• Supporting educational field trips.
• Supporting other educational activities for Band members
• Disseminating information from the school and Band Director(s) to the organization and its members.

It is the policy of the organization to work closely and cooperatively with the school and the school band director(s) in furtherance of its charitable and educational purpose.

 

Section 3

 

No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, directors, 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 this Article. No substantial part of the activities of the organization shall include the carrying on of propaganda, or otherwise attempting to influence legislation and 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 a corporation exempt from federal income tax under section 501(c)(3) of the Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Code, or the corresponding section of any future federal tax code.

 

ARTICLE 3 – RESTRICTIONS

 

Section 1

 

It is not a purpose of the organization to participate in or influence administration or operation of the school district education, band or music programs. Unless deemed vital to the interests of the organization by a joint resolution of the Band Director and the President, no issue shall be raised or discussed at meetings of the organization concerning the policies or operation of the School Board, school administration, the music department or its staff.

 

Section 2

 

Funds of the organization shall not be used to purchase any items or services that are ordinary and necessary for the function of the bands, which are normally provided by funds made available to the bands by the North Allegheny School District, administration or Board, unless deemed appropriate by the Band Director(s).

 

Section 3

 

The Band Director(s) shall be empowered to veto the results of any vote of the membership, Executive Board, or any committee of the organization. No vote of the membership, Executive Board, or any committee of the organization is binding upon the North Allegheny School District, its administration, board, music or education programs or the Band Director(s). In the event any activity or resolution of the organization, or its board or members, contradicts or impairs or conflicts with a policy or program of the school district, its administration, board, music programs, or Band Director, it is the policy of the organization to veto or retract such activity or resolution in conformity with the organization’s primary purpose of supporting the North Allegheny School District music and band programs.

 

Section 4

 

No Band member or member of the organization shall be required to participate in fund raising activities.

 

ARTICLE 4 – MEMBERSHIPS

 

Section 1

 

Any parent or guardian of an active Band member will be considered a member of the organization. Members in good standing shall be eligible to vote at meetings of the organization membership, chair committees, hold office and hold Board positions.

 

Section 2

 

BAND STAFF MEMBERSHIPS – The Band Director(s) and Band staff members shall be granted membership for the duration of their tenure with the band. The Band Director(s) will be considered Chairperson(s) and the Chief Executive Officers(s) of the organization with duties as specified in other Articles of these Bylaws. Other band staff members shall not be eligible to be officers or directors of the organization.

 

ARTICLE 5 – FEES

 

Section 1

 

No general membership fee shall be assessed to members of the organization. Band members may be obligated to pay participation fees to the school district for participation in certain Band ensembles as determined and assessed by the North

 

Allegheny School District. In addition, certain extra-curricular Band ensembles, including but not limited to marching band and indoor percussion, may be assessed an additional season fee on an annual basis. The amount of the annual season fee shall be determined by a majority vote of the Executive Board and assessed at an annual rate per band member. In the event that parent(s)/guardian(s) should concurrently have more than one band member in their family, the specified rate shall be due for each band member.

 

Section 2

 

Upon receipt of notice for payment, fees shall be payable by a date determined by the Executive Board on an annual basis. In situations where band members join the band after this date, fees shall be payable upon joining.

 

Section 3

 

The Band Director(s) and Band staff members shall be exempt from paying any season fees, unless they are parents or guardians of a currently active band member, in which case they shall be assessed fees speciOic to their Band student(s).

 

ARTICLE 6 – OFFICERS

 

Section 1

 

The Officers of the organization shall be President, Executive Vice-President, Administrative Vice-President, Secretary, Treasurer, Record-Keeper and Head Chaperone. In addition, the Band Director shall serve as Chief Executive Officer and Chairperson. The offices of President, Executive Vice President, Administrative Vice- President, Secretary and Treasurer are elected offices. The offices of Record-Keeper and Head Chaperone are appointed offices.

 

Section 2

 

Only members of the organization, not elsewhere excluded in these bylaws, who have served at least one year as a committee chair in the current school year, shall be eligible to run for office. Members of the Executive Board, whether elected or appointed, may be eligible to run for another Executive Board position at the end of their current term.

 

Section 3

 

To be eligible to run for President of the organization a member must have served on the Executive Board for at least one year. In the event that a candidate cannot be identified in the position of the President, the current President may maintain the office for an additional term by appointment from the Band Director.

 

Section 4

 

No personal shall hold more than one office at any given time or any office for more than two (2) consecutive terms. In the event that a candidate cannot be identified for a given office, the current officer may maintain the office for an additional term by appointment from the President or Band Director.

 

Section 5

 

All officers shall be eligible to chair committees of the organization.

 

Section 6

 

All offices of the organization shall be held by only one person per office. Each officers has one vote on the Executive Board.

 

Section 7

 

The Record Keeper and Head Chaperone shall be appointed by the President with the approval of the Band Director.

 

Section 8

 

In the event that there is no eligible committee chair willing or able to run or serve as an officer of the organization, any member in good standing of the organization may run for any officer position. The election of a President who has not previously served as a committee chair requires the approval of the Band Director(s) and a majority vote of the rest of the Executive Board.

 

ARTICLE 7 – DUTIES OF OFFICERS

 

Section 1

 

The Officers shall perform all duties as specified in the following sections of this article of the Bylaws. In addition, all Officers shall perform any other duties as are prescribed by law, or included in the Articles of Incorporation, or described elsewhere in these Bylaws, or which may be assigned by the Executive Board.

 

Section 2

 

The President:

• Shall preside at all general membership meetings and Executive Board meetings.
• Shall have the power to form committees, and the power to appoint all committee chairpersons.
• Shall act as the liaison between the North Allegheny School District administration, Band Director(s) and the organization.
• Shall have executive responsibilities for all committees.

Section 3

 

The Executive Vice-President: 

• Shall have operating responsibilities for all committees relating to fundraising activities of the organization.
• Shall perform the duties of the President in the event of the absence or disability of the President, or in the even that the office of the President shall be vacated.

Section 4

 

The Administrative Vice-President:

• Shall have operating responsibilities for all committees relating to administrative functions of the organization.
• Shall perform the duties of the Executive Vice-President in the event that the office of the Executive Vice-President shall be vacated.

Section 5

 

The Secretary:

• Shall keep minutes of Executive Board and general membership meetings
• Shall attend to such general correspondence of the organization as the Band Director(s), President or Executive Board shall direct.

Section 6

 

The Treasurer:

• Shall be charged with the collection, custody and disbursement of all funds of the organization under the direction of the Executive Board.
• Shall keep the accounts of the organization in books belonging to it and report thereon at each Executive Board meeting of the organization.
• Shall prepare or cause to have prepared required tax documents and returns of the organization.

Section 7

 

The Record Keeper:

• Shall collect and maintain administrative records relevant to each member, and contact information of band students throughout the year. This information shall include, but not be limited to, name, address, phone umber and email address; and that of any student’s parent or guardian.
• Shall collect contributions and issue contribution statements as necessary.

Section 8

 

The Head Chaperone

• Shall organize capable and eligible adult chaperones with required clearances and training.
• The term “eligible adult chaperones” shall mean only the parents or legal guardians of current Band members who meet the volunteer clearance requirements of the Commonwealth of Pennsylvania and the North Allegheny School District for “Independent Volunteers,” as defined by the North Allegheny School District. In addition, any full time staff member of the North Allegheny School District may be deemed an “eligible adult chaperone”, subject to the approval of the Band Director(s).
• The term “eligible adult chaperones” specifically excludes the following: Band alumni who are not otherwise current members of the organization by virtue of their role as a parent or guardian of a current Band member; extended family members and siblings of current Band members; prior members of the organization who no longer have students who are current Band members; and prior Officers of the organization who are not otherwise current members of the organization by virtue of their role as a parent or guardian of a current Band member.

ARTICLE 8 – ELECTION OF OFFICERS

 

Section 1

 

Any member of the organization may nominate candidates for any or all of the elective offices. Nominations shall be acceptable only with the consent of the nominee. All qualifying nominees shall be eligible for election. Nominations will be closed at the beginning of the May general membership meeting or as soon thereafter as practicable.

 

Section 2

 

The election of officers shall take place at the general membership held in May of each year or as soon thereafter as practicable. All members shall be entitled to vote at the time and place established for the election.

 

Section 3

 

If there is more than one candidate for any of the offices, the entire election shall be by the secret ballot.

 

Section 4

 

For each of the elective offices the candidate with the greatest number of votes shall be declared the winner.

 

Section 5

 

Newly-elected officers shall assume their offices June 1st or as soon thereafter as practicable.

 

Section 6

 

Term of office for all officers shall be one (1) year.

 

ARTICLE 9 – OFFICER VACANCY

 

Section 1

 

An officer may resign by submitting a resignation in writing to the President.

 

Section 2

 

Officer vacancies shall be filled by persons recommended by the President and approved by the Band Director(s) and Executive Board until the next election held by the organization.

 

Section 3

 

Any officer may be removed by a majority vote of the Executive Board whenever in their judgment the best interests of the organization will be served by their removal.

 

ARTICLE 10 – LIMITATION OF PERSONAL LIABILITY OF MEMBERS OF THE EXECUTIVE BOARD

 

Section 1

 

Limitation on Liability. A member of the Executive Board of the organization shall not be personally liable for monetary damages as such for any action taken, or any failure to take any action unless:

 

(i) the member has breached or failed to perform the duties of his or her office as defined below; and

(ii) the breach or failure to perform constitutes self-dealing, willful misconduct or recklessness.

 

The provisions of this section shall not apply to (a) the responsibility or liability of a board member pursuant to any criminal statute; or (b) the liability of a board member for the payment of taxes pursuant to local, state or federal law.

 

Section 2

 

Standard of Care and Justifiable Reliance. A member of the Executive Board of the organization shall stand in a Fiduciary relationship to the organization, and shall perform his or duties as a member of the Executive Board, including his or her duties as a member of any committee of the board upon which he or she may serve in good faith, in a manner he or she reasonably believes to be in the best interests of the organization and with such care, including reasonable inquiry, skill and diligence, as a person of ordinary prudence would use under similar circumstances. In performing his or her duties, each board member shall be entitled to rely in good faith on information, opinions, reports or statements, including Financial statements and other Financial data, in each case prepared or presented by any of the following:

 

One or more officers or employees and/or independent contractors of the organization whom the board member reasonably believes to be reliable and competent in matters presented;

 

Counsel public accountants or other persons as to matters which the board member reasonably believes to be within the professional or expert competence of such person;

 

A committee of the board upon which he or she does not serve duly designated in accordance with law, as to matters within its designated authority, which committee the board member reasonably believes to merit coincidence.

 

A board member shall not be considered to be acting in good faith if he or she has knowledge concerning the matter in question that would cause his or her reliance to be unwarranted. In discharging the duties of their respective positions, the board, committees of the board, and individual board members may, in considering the best interests of the organization, consider the effects of any action upon employees and/ or independent contractors, upon persons with whom the organization has business and other relations and upon communities which the offices or other establishments of or related to the organization are located, and all other pertinent factors. The consideration of those factors shall not constitute a violation of this Article. Absent breach of Fiduciary duty, lack of good faith or self-dealing, actions taken as a board member or any failure to take any action shall be presumed to be in the best interests of the organization.

 

Section 3

 

Indemnification in Third Party Proceedings. The organization shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the organization) by reason of the fact that he or she is or was a representative of the organization, or is or was serving at the request of the organization as a representative of another organization, partnership, joint, venture, trust or other enterprise, against expenses (including attorneys’ fees, judgments, fine and amounts paid in settlement) actually and reasonably incurred by him in connection with such action, suit or proceeding if he acted in good faith and in a manner reasonably believed to be in, or had no reasonable cause to believe his conduct was unlawful.

The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of nolo contendere or its equivalent shall not itself create a presumption that the person did not act in good faith and in a manner which he or she reasonably believed to be in, or not opposed to, the best interests of the organization, and, with respect to any criminal action or proceeding, had reasonable cause to believe that his or her conduct was unlawful.

 

Section 4

 

Indemnification in Derivative Actions. The organization shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or suit by or in the right of the organization to procure a judgment in its favor by reason of the fact that he or she is or was a representative of the organization, or is or was serving at the request of the organization as a representative of another organization, partnership, joint venture, trust or other enterprise against expenses (including attorneys’ fees) actually and reasonably incurred in connection with the defense or settlement of such action or suit if he or she acted in good faith and in a manner he or she reasonably believed to be in, or not opposed to, the best interests of the organization and except that no indemnification shall be made in respect of any claim, issue or matter as to which such person shall have been adjudged to be liable for negligence or misconduct in the performance of his or her duty to the organization unless and only to the extent that the Court of Common Pleas of Allegheny County or the court in which such action or suit was brought shall determine upon applications that , despite the adjudication of liability but in view of all the circumstances of the case, such person is fairly and reasonably entitled to indemnity for such expenses which the Court of Common Pleas or such other court shall deem proper.

 

Section 5

 

Mandatory Indemnification. Notwithstanding any contrary provision of the Articles or these Bylaws to the contrary, in the event that a representative of the organization has been successful on the merits or otherwise in defense of any action, suit or proceeding referred to in either section 3 or 4 above, he or she shall be indemnified against expenses (including attorneys’ fees) actually and reasonably incurred by him or her in connection therewith.

 

Section 6

 

Determination of Entitlement of Indemnification. Unless ordered by a court, any indemnification under Section 3 or 4 above shall be made by the organization only as authorized in the specific case upon determination that indemnification of the representative is proper in the circumstances because he or she has met the applicable standard of conduct set forth in such paragraph. Such determination shall be made:

 

(i) by the board by a majority vote of a quorum consisting of board members who were not parties to such action, suit or proceeding; or

 

(ii) if such a quorum is not obtainable, or, even if obtainable, a majority vote of a quorum of disinterested board members so directs, by independent legal counsel in a written opinion.

 

Section 7

 

Advancing expenses. Expenses incurred in defending a civil or criminal action, suit or proceeding may be paid by the organization in advance of the final disposition of such action, suit or proceeding as authorized by the board in a specific case upon receipt of an undertaking by or on behalf of the representative to repay such amount unless it shall ultimately be determined that he is entitled to be indemnified by the organization as authorized above.

 

Section 8

 

Indemnification of Former Representatives. Each such indemnity may continue as to a persons who has ceased to be a representative of the organization and may inure to the benefit of the heirs, executors and administrators of such person.

 

Section 9

 

Insurance. The organization shall have the power to purchase and maintain insurance on behalf of any person who is or was a board member, officer, employee or agent of the organization or is or was serving at the request of the organization as a board member, officer, employee or agent of another organization, partnership, joint venture, trust or other enterprise against any liability asserted against such person or incurred by such person in any capacity or arising out of such person’s status as such, whether or not the organization would otherwise have the power to indemnity such person against such liability.

 

Section 10

 

Reliance on Provisions. Each person who shall act as an authorized representative of the organization shall be deemed to be doing so in reliance upon the rights of the indemnification provided by this Article.

 

ARTICLE 11 – COMMITTEE CHAIRPERSONS

 

Section 1

 

The President shall appoint and/or approve all committee chairs. Committee chairs shall be given responsibilities necessary to accomplish specific committee tasks.

The term of appointment for committee chairpersons shall end May 31st of the school year for which they volunteered or as soon thereafter as practicable.

 

Section 2

 

Committee chair positions may be shared by no more than two persons. In instances where chairs are shared, each person shall have the title “Co-chairperson” and share equal power. For chairing meetings, or performing any other duties that require only one person, co-chairpersons shall decide between them which of them shall officiate, and the decision of the officiating chairperson shall be final.

 

Section 3

 

All committee chairpersons may appoint “vice-chairpersons” with the approval of the President. The purpose of vice-chairpersons shall be to assist the chairpersons in the work of the committee and to perform the duties of the chairperson in the event of the absence or disability of the chairperson, or in the event that the committee chair shall be vacated.

 

Section 4

 

Committee chairpersons may recruit as many members as they believe are necessary to accomplish the specific tasks for their committees.

 

Section 5

 

Committees shall meet on the call of the committee chairperson.

 

ARTICLE 12 – COMMITTEES

 

Section 1

 

The President shall be empowered to form ad hoc and permanent committees, and, with the exception of the Nominating Committee, shall be considered an ex-officio member of all committees.

 

Section 2

 

EXECUTIVE BOARD – The Executive Board shall consist of the Officers and the Band Director(s) as Chairperson(s) and Chief Executive Officer(s). The primary responsibility of the Executive Board shall be oversight of the Financial and operational affairs of the organization. An Executive Board action requires an affirmative vote of a majority of all members of the Executive Board, whether or not they are present or voting at a meeting. The Executive Board may arrange for an annual external Financial review.

 

Section 3

 

NOMINATING COMMITTEE – A nominating committee shall be appointed by the President at the general membership meeting in March or as soon thereafter determined. The nominating committee shall consist of at least two members in good standing and who are not running for office. The purpose of this committee shall be to solicit from the membership at least one nominee for each elective office on the Executive Board. This committee shall be responsible for the printing of ballots and for all of the administrative functions necessary to conduct fair elections and for determining and announcing the winners.

 

ARTICLE 13 – MEETING PROCEDURES

 

Section 1

 

Written or printed notice of all meetings of the organization, stating the place, date, and hour of the meeting shall be given not less than five days before the date of the meeting. Meetings may be held in person or via any virtual meeting/video- conferencing platform that permits participants to appear with a live video and audio feed. Notice may be given by mail, by hand, by email, by text messaging, or by telecopier/fax.

 

Section 2

 

Each member shall be entitled to only one vote on each such matter at any general membership meeting. Members must vote in person. No written proxies will be recognized as valid at any general membership meeting. Presence at a meeting conducted via any virtual meeting/video-conferencing platform will constitute in person attendance for voting purpose.

 

Section 3

 

All meetings of the organization shall be conducted according to an agenda set by the presiding Officer or Chairperson.

 

Section 4

 

General membership meeting agenda items shall include, at a minimum, a reading of the previous meeting minutes, appropriate committee reports, Financial reports, a review of old business, consideration of new business, and an announcement of the next scheduled meeting.

 

Section 5

 

Minutes shall be taken at Executive Board and general membership meetings of the organization.

 

Section 6

 

Quorum for a general meeting shall be the number of members in attendance, but must include at least seven (7) members who are not on the Executive Board.

 

Section 7

 

With the exception of general membership meetings, all meetings of the organization shall be closed to non-invited members.

 

ARTICLE 14 – TYPES OF MEETINGS

 

Section 1

 

GENERAL MEMBERSHIP MEETINGS – General meetings will be held at least once a quarter upon the call of the President.

 

Section 2

 

EXECUTIVE BOARD MEETINGS – Executive Board meetings may be called by the Band Director(s), President or any three Officers for the purpose of deliberating matters which require immediate action. Only members of the Executive Board shall have the right to attend, participate in deliberations, make motions, and vote at Executive Board meetings. An affirmative vote of a majority of the members of the Executive Board is required for a Board action or approval.

 

Section 3

 

COMMITTEE MEETINGS – Committee meetings may be called by the committee chairpersons for the purpose of deliberating the business of their respective

 

committees. Reports of all committee meetings shall be given at the next regularly scheduled general membership meeting.

 

ARTICLE 15 – OPERATIONS

 

Section 1

 

FISCAL YEAR – The Fiscal year for the organization shall begin on the First day of June and end of the thirty-First day of May.

 

Section 2

 

SPENDING AUTHORITY – The Executive Board or its authorized delegee has the power and authority to establish one or more band accounts for the organization in an FDIC insured Financial institution. The Executive Board shall establish policies and guidelines regarding account signatories, authority and reporting. With the exception of the President, no person shall be authorized to commit any of the funds of the funds of the organization without the approval of the Executive Board. The spending authority of the President shall be limited to five hundred dollars for any given item, subject to overview by the Executive Board and requiring the submission of receipts to the Treasurer for all expenditures. The spending authority of the Executive Board shall be limited to $2,500. Expenses over $2,500 require approval of the general membership.

 

Section 3

 

EXECUTION OF CONTRACTS – With the approval of the Executive Board, contracts, leases, or other instruments executed in the name of and on behalf of the organization shall be signed by the President or Executive Vice President.

 

Section 4

 

EXECUTION OF DOCUMENTS – Except as otherwise provided by law, checks, drafts, promissory notes, orders for the payment of money, and other evidences of indebtedness of the organization shall by signed by the Treasurer and countersigned either by the President or a Vice President. All checks must be signed with a payee and amount.

 

Section 5

 

EXPENSE ADVANCES – In situations where it is not practical or possible to make approved purchases for other than cash, funds may be advanced to any responsible member to make such purchases, with the proviso that all change be refunded to the Treasurer along with receipts covering the amount of cash that was spent. Expense advances up to Oive hundred dollars may be approved, in advance, by the President. And advances beyond this amount shall require the approval of the Executive Board.

 

Section 6

 

REQUESTS FOR PAYMENT – All requests for payment up to $200.00 shall be approved by the committee chair, payments of over $200 up to $500 shall be approved by the committee chair and the responsible President or Vice-President and submitted to the Treasurer accompanied by the Reimbursement Form and the documentation supporting the payment, such as invoices or billing statements. Any expense over $500.00 must be approved by the Executive Board. Treasurer shall be responsible for ensuring that payments are made only for items or services properly approved and that they are made in a timely manner.

 

Section 7

 

BOOKS AND RECORDS – All members shall have access to all books, records, papers, and accounts of the organization and the right to make such inspections, investigations, and external reviews as they may deem desirable. Any such inspections, investigations, or audits shall be for reasonable purposes and cannot include confidential information of any band member or member of NADBP. The inspection shall be held at a time and play mutually agreed upon between the inquiring member and the holder of the documents. Records required by code to be available for inspection by the general public are available for inspection at the principal business location of the organization.

 

Section 8

 

NONPROFIT OPERATIONS - The organization shall not have or issue shares of stock. No dividend will be paid, and no part of the income of the organization will be distributed to its members, officers, or directors for services rendered.

 

Section 9

 

LOANS – The organization shall make no loans to any of its directors, officers, members, or to any other person or entity.

 

Section 10

 

FLORAL AND MEMORIAL GIFTS – Floral and Memorial gifts may be sent by the organization at the discretion of the President.

 

Section 11

 

INSURANCE – With the approval of the Executive Board, the Officers or a committee established in accordance with these Bylaws has the authority to take out and maintain such insurance policy(ies) as the Executive Board may deem appropriate regarding the organization and its operations, and to pay the premiums therefore.

 

ARTICLE 16 – AMENDMENTS TO BYLAWS

 

Section 1

 

The Executive Board may recommend amendments to these Bylaws. Amendments shall require at least a two-thirds (2/3) majority vote of a quorum of general members present to carry.

 

ARTICLE 17 – PARLIAMENTARY AUTHORITY

 

Section 1

 

The rules contained in the most current edition of the Roberts Rules of Order Newly Revised shall govern the organization in all cases to which they are applicable and in which they are not inconsistent with these Bylaws or with any special rules of order the organization may adopt.

 

ARTICLE 18 – FUND RAISING

 

Section 1

 

This group is registered as a nonprofit 501(c)(3) organization with the IRS which allows NADBP to be tax exempt and to fund raise. The tax identification number of the organization is 25-1577549. Fund raising efforts must benefit the group and the charitable purpose of the organization, and will be determined by the Executive Board. These funds will be used for achievement awards equipment and supply needs of the bands along with educational trips.

 

ARTICLE 19 – TRIP FUND RAISING

 

Section 1

 

Each year a goal will be set for the ‘Trip Fund.” This goal is a sum estimated to cover the costs for all eligible students to go on the annual trip. The annual trip is not obligatory. If the goal is not met, the Executive Board and the Band Director will be responsible to determine how Trip Fund money is applied, consistent with the charitable and educational purpose of the organization, the non-discrimination and conflict-of-interest policies of the organization, and the tax exempt status of the organization.

 

ARTICLE 20 – DISSOLUTION OF THE ORGANIZATION

 

Section 1

 

Upon the dissolution of the organization, 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 corporation is then located, exclusively for such purposes for to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. To the extent consistent with the foregoing charitable or public purpose and dissolution clause, the goal of the organization would be to have any equipment or materials donated to the North Allegheny School District for public educational purposes, and/or to a non-profit charitable organization supporting the North Allegheny School District band and music programs for educational purposes.

 

These Bylaws amend, restate and supersede in their entirety all previous bylaws of the organization, effective as of        , 2021, and have been adopted pursuant to the Articles of Incorporation of the organization, applicable Pennsylvania law, and by majority vote of a quorum of the members at a duly called and noticed meeting of the members of the organization held on                    , 2021.

 

IN WITNESS WHEREOF, we have hereunto subscribed our names this        day of

              , 2021. WITNESS: