By-Laws
for the Family Association for Instruction and Teaching at Home
Revised February 2003
BY-LAWS OF
F.A.I.T.H. HOMESCHOOL GROUP
ARTICLE I
NAME AND OFFICERS
Section 1.1 Name.
The name of this association is Family Association for Instruction and Teaching at Home (F.A.I.T.H.) Homeschool Group, herein called the "Association".
Section 1.2. Principal Office.
The principal office of the Association in the State of Arkansas shall be located in the City of Fort Smith. The Association may have other offices, either within or without the State of Arkansas, as affairs of the Association may require from time to time and as the Board of Directors may determine.
Section 1.3. Fiscal Year
The fiscal year of the Association shall begin on the first day of August and end on the last day of July.
ARTICLE II
BUSINESS OF THE ASSOCIATION
Section 2.1. Purpose
The purpose of the Association is to further the cause of homeschoolers. F.A.I.T.H. is an association of Christian families dedicated to the belief that the ultimate responsibility for the education of children belongs to the father and mother. The major emphasis of the organization is to provide encouragement, support, and assistance to new and existing homeschools; to educate and inform the public concerning homeschooling; to make its members aware of pending legislation that impacts homeschool; and to educate its members and the public concerning legal matters that concerns homeschools. The unity of the Association is based upon the creed set forth in Section 2.2. But the Association shall not carry on any activities not permitted by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code and of Arkansas law ACA 26-51-303 (a) subsection (9).
Section 2.2 Creed
I believe in God the Father Almighty, maker of heaven and earth; and in Jesus Christ his only Son our Lord; who was conceived by the Holy Spirit, born of the Virgin Mary, suffered under Pontius Pilate, was crucified, died and was buried; the third day he rose from the dead; he ascended into heaven, and sitteth at the right hand of God the Father Almighty; from thence he shall come to judge the living and the dead. I believe in the Holy Spirit, the communion of saints, the forgiveness of sins, the resurrection of the body, and the life everlasting.
Section 2.3 Powers
The Association shall possess all corporate powers provided by the Arkansas Non-Profit Corporation Act, Arkansas Code Annotated 4-33-101 et. Seq, and shall be entitled to engage in any ligitimate pursuit that is not in contravention of the law of the State of Arkansas. The Association is created solely as an organization as described in section 501(c) of the Internal Revenue Code and is exempt from taxation under section 501(a) of the Internal Revenue Code.
ARTICLE III
MEMBERSHIP AND BOARD OF DIRECTORS
Section 3.1. General
FAITH is a membership organization. Membership is open for all families interested in homeschool and who desire to raise their children in a Christian atmosphere. Membership fees shall be set by the Board. Memberships are for one year. Each membership is given one vote. Members are required to adhere to the Policy and Procedures of the Association. The business of the Association shall be managed by its Board of Directors, herein called the "Board". The Board shall use the powers granted to it to carry out the purpose of the Association.
Section 3.2. Number
The board shall consist of not less than eight nor more than fourteen elected Directors, approximately one-half of whom shall be elected at the regular annual meeting each year and shall also include as many ex-officio or honorary Directors as allowed by Section 3.6 of these Bylaws. Officers, as set forth in Article IV, are members of the Board.
Section 3.3 Compensation and Conflict of Interest
No Director shall receive compensation for his services as a Director. No Director shall use his position on the Board for personal gain or benefit.
Section 3.4. Term
Each elected Director shall serve for a two-year term or to complete an unexpired term to which they were elected. The term of an elected director shall start on August 1 following their election or immediately if fulfilling an unexpired term. Each member is limited to three consecutive two-year terms on the board and must leave the board for one year before returning to the board.
Section 3.5. Vacancies
Vacancies on the Board may be filled by the Board after receiving the recommendations of the Nominating Committee until the next annual meeting. Any vacancy in an officer position may similarly be filled by the Board to complete an unexpired term.
Section 3.6. Ex-officio and Honorary Directors
The President of Student Council shall be an ex-officio Directors without vote.
Additionally, the Board may elect as many Honorary Directors, without vote, as the Board deems necessarily at any special or regular meeting of the Board. The term of any such Honorary Director shall be specified by the Board not to exceed two years, beginning on the date of the Board meeting at which such Director is elected.
Section 3.7 Annual Meeting
An annual meeting of the Board and members shall be held in May each year, the place, day and hour decided by the Executive Committee or the President. The purpose for the annual meeting shall be designated in the meeting's notice, which shall include the election of Directors and Officers and the transaction of such other business as may properly come before the meeting. If the election of Directors is not held at the annual meeting, the Board shall cause the election to be held at a special or regular meeting of the Board as soon afterward as conveniently as possible. The Board may provide by resolution for the holding of additional regular meetings of the members or of the board at a time and place specified in the notice of such meetings. The majority of directors entitled to vote is needed at the Annual Meeting, but not a majority of the members, to transact business. Voting by proxy shall be allowed at the annual meeting by ballot delivered to the membership by mail 3 weeks prior to the annual meeting. Proxy voting by Directors is not allowed at the annual meeting.
Section 3.8 Special Meetings
Special meeting of the Board may be called by or at the request of the President or one-third of the Directors who are entitled to vote. Those persons authorized to call special meetings of the Board may fix the date, place, and hour for holding such meetings.
Section 3.9 Notice
Written notice of any regular meeting of the Board or members shall be given at least three business days before such meeting. Notice of special meetings shall be given by telephone, mail or electric correspondence.
Section 3.10 Quorum
A majority of the Directors entitled to vote shall constitute a quorum for the transaction of business at any Board meeting. The act of a majority of the Directors present at a meeting in which a quorum is present shall be the act of the Board unless the act of a greater number is required by law or these bylaws. Voting by proxy shall not be allowed at Board meetings.
Section 3.11 Removal
If any Director misses six total or three consecutive Board meetings in one year, such Director will be assumed withdrawn from the Board. Any Director may be removed either with or without cause at any time by a vote of two-thirds of a Director's quorum at any regular or special members meeting of the Board or by the majority of members voting at a regular or special meeting either in person or by proxy.
ARTICLE IV
OFFICERS
Section 4.1
The Officers of the Association shall be:
President
President-Elect
Treasurer
Secretary
V-P for Activities
V-P for Publicity
The Board may elect other officers as it deems desirable, such Officers to have authority and to perform the duties prescribed by the Board. Any two or more offices may be held by the same person except the offices of President, Treasurer and Secretary. No officer shall be compensated for services.
Section 4.2 Election and Term of Office
The Association's Officers shall be elected annually by the members at its regular annual meeting. If the election is not held then, such election shall be held as soon afterward as is conveniently possible.
Section 4.3 Removal
Any Officer may be removed from office by a majority vote of a quorum of Directors present at a special or regular meeting whenever in their judgment the best interest of the Association would be served by such removal.
Section 4.4 Vacancies
A vacancy in the office of the President shall be filled by the President-Elect. The Board shall elect a President-Elect at its next meeting as its first order of business. A vacancy in any other office shall be filled by a majority vote of the Board within sixty days after the occurrence of the vacancy. An officer elected to fill a vacancy shall be elected for the unexpired term of his predecessor in office.
Section 4.5 Authority and Responsibility
The authority and responsibility of the Officers shall be specified in job descriptions as approved the Board.
ARTICLE V
EXECUTIVE COMMITTEE
Section 5.1 General
There shall be an Executive Committee composed of the officers, each with a vote:
President
President-Elect
Treasurer
Secretary
Vice-President for Activities
Vice-President for Publicity
Section 5.2 Authority
The Executive Committee may exercise all of the authority of the Board except as specifically prohibited by law or by resolution of the Board and except the following actions:
Amending or repealing the Bylaws,
Removing any Officer or Director or filling any vacancy in such offices,
Altering or repealing any resolution or action of the Board that by its terms provides that it shall not be so amendable or repealable,
Taking any action that results or may result in the dissolution of the Association,
Borrowing money without Board approval or not according to the Association's Policy and Procedures,
Taking any actions inconsistent with the Bylaws or Policies & Procedures established by the Board.
Section 5.3 Meetings
The Executive Committee may meet at least quarterly and at additional times at the call of the President. The Executive Committee shall report at each Board meeting on its principal actions since the previous board meeting.
Section 5.4 Quorum
The majority of the members on the Executive Committee shall constitute a quorum. The act of the majority of the Executive Committee present at a meeting in which a quorum is present shall be an act of the Executive Committee.
ARTICLE VI
APPOINTED COMMITTEES
Section 6.1 General
There shall be the following Standing Committees whose members shall be appointed by the President from the Directors and/or the membership in such number as the President deems advisable:
Nominating
Activities
Publicity
Section 6.2 Student Council
There shall be a Student Council Committee, consisting of youth whose families are members of FAITH. The officers of the Student Council shall be elected by the Student Council. Governance of the Student Council shall be according to its Bylaws if such bylaws do not conflict with the Articles of Incorporation or the Bylaws of the Association. The Association recognizes the Student Council as a subsidiary of the Association and not an independent auxiliary. The annual audit of the Student Council will be performed in conjunction with that of the Association.
ARTICLE VII
NOMINATIONS
Section 7.1 Nominating Committee Membership
The Nominating Committee shall consist of no more than seven members, which will include the President-Elect and may include up to three members from the membership.
Section 7.2 Appointment and Tenure
The Nominating Committee shall be appointed by the President with the consent of the Executive Committee. The Committee shall serve during the ensuing year.
Section 7.3 Duties
The Nominating Committee shall provide a proposed slate of Directors and Officers to the Secretary for attachment to the notice of the March Board meeting. The slate shall include nominees for all Directors and all officers to be elected at the annual meeting. The Nominating Committee shall recommend replacements for vacancies on the Board or of the Officers as they may occur during the year.
Section 7.4 Quorum
The majority of the Nominating Committee shall constitute a quorum.
Section 7.5 Other Nominations
Nominations for Director(s) and/or any Officer to be elected by the members may be made by written petition by any director or member delivered to the Secretary at least two weeks before mailing of the ballots to be placed on the ballots for the annual meeting or other meeting at which such election is to take place.
ARTICLE VIII
CONDUCT OF MEETINGS
Section 8.
All meeting of the Association, its Committees and the Board shall be conducted according to Robert's Rules of Order except as may be provided in these Bylaws.
ARTICLE IX
FUNDS
Section 9.
All checks, drafts, orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the Association shall be handled as outlined in the Policies and Procedures approved by the Board. The Board may accept on behalf of the organization any contribution, gift, bequest or device for its granted purposes or for any proper special purpose directed by the donor. In addition, the Association may create, operate, manage, and/or contract for any endowment fund and accept gifts thereto to be used for the purpose for which the fund was created or as afterward amended.
ARTICLE X
BOOKS AND RECORDS
Section 10.
The Association shall keep at its principal office correct and complete books and records of accounts, minutes of the proceedings of its Board, and a record giving the names and addresses of the Directors. All books, records, and incorporation documents of the Association may be inspected by any Director for any proper purpose at any reasonable time.
ARTICLE XI
WAIVER OF NOTICE
Section 11.
Whenever any notice is required to be given under the provisions of the Arkansas Non-Profit Corporation Act, Arkansas Code Annotated 4-33-101 et. seq., the Articles of Incorporation, or the Bylaws of the Association, a written waiver signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.
ARTICLE XII
IMDEMNIFICATION OF OFFICERS, AGENTS AND EMPLOYEES
Section 12.
If the Association is incorporated, the Association, through the purchase of insurance and to the fullest extent now or hereafter permitted by the Arkansas Non-Profit Corporation Act, Arkansas Code Annotated 4-33-101 et. Seq., shall indemnify any Officer, or Director of the Association from any loss, claim, judgment, or other liability resulting from any act or omission taken by such Officer or Director in good faith. The Association may purchase insurance for its Officers and Directors or assess these persons for insurance coverage. In no event shall the indemnification reach beyond the available insurance coverage.
ARTICLE XIII
AMENDMENTS
Section 13.
These Bylaws may be altered, amended, or repealed or new bylaws may be adopted by a two-thirds majority of the Directors present and a 2/3 majority of members voting at any regular or special meeting at which a quorum of directors is present if written notice to the membership of this intent is given at least ten business days before such meeting. No proxy voting by directors, but proxy by ballot for members is allowed.
ARTICLE XIV
SEVERABILITY
Section 14.
If any part of these Bylaws or the Policies and Procedures adopted by the Board is found in any proceeding to be invalid or ineffective, the remaining provisions shall be considered valid and operative and effect shall be given to the intent manifested by the portion held invalid or inoperative.
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