*** DRAFT ***
BY-LAWS of
the BOARD OF DIRECTORS of the
CHRISTIAN STUDENT OUTREACH FOUNDATION
**********
ARTICLE I
(Name)
1. The name of this organization shall be CHRISTIAN
STUDENT OUTREACH FOUNDATION of
ARTICLE II
(Authority)
1. No By-law may be in conflict with the Certificate of Incorporation of the CHRISTIAN STUDENT OUTREACH FOUNDATION, approved by a majority of the BOARD OF DIRECTORS, _____(date)_____, at Fort Collins, Colorado and filed with the Secretary of State of Colorado, _____(date)_____.
ARTICLE III
(Object)
1. The object of CHRISTIAN STUDENT OUTREACH FOUNDATION is to promote the education of individuals in the teachings of Jesus Christ by means set forth in the Certificate of Incorporation.
ARTICLES IV
(
1. The officers of the BOARD OF DIRECTORS shall be a president, vice-president, secretary and treasurer. Each officer shall be elected for a term beginning with the end of the annual meeting and continuing until the end of the next annual meeting or until a successor shall have been duly chosen.
2. The duties of these officers shall be such as usually pertain to the offices held, and also any other duties that may be assigned by the BOARD OF DIRECTORS, or prescribed in these By-laws.
3. There shall be an Executive Committee composed of the president, vice-president, secretary, treasurer and three members to be elected at the regular election of officers.
4. The president of the BOARD OF DIRECTORS shall be chairman of the Executive Committee.
5. The Executive Committee shall act as an interim body for the transaction of official business of the BOARD OF DIRECTORS.
ARTICLES V
(Membership)
1. The official membership for CHRISTIAN STUDENT OUTREACH FOUNDATION shall be that of the BOARD OF DIRECTORS.
2. There shall not be less than three
members nor more than twenty-one members of the BOARD OF DIRECTORS, and
there shall not be more than seven members from the city of
3. Any person may serve on the BOARD OF DIRECTORS who satisfies the requirements of the Certificate of Incorporation and is elected to the BOARD.
4. Directors shall serve for a term of three years and one third of the total number of directors shall be elected each year by the BOARD OF DIRECTORS at its annual meeting to succeed the directors whose terms then expire. It is further provided, however, that the names of all new candidates for membership must be presented to the Board of Directors at least sixty days before such candidates are formally elected. A director may be removed from office or a position may be declared vacant by a two-thirds vote of the remaining directors, and such vote shall constitute prima facie evidence of just cause for removal, or vacancy of position, as the case may be.
ARTICLES VI
(Committees)
1. There shall be an Executive Committee as defined in Article IV. The Executive Committee shall function as a planning committee in matters pertaining to purchase and upkeep of property owned by CHRISTIAN STUDENT OUTREACH FOUNDATION. A full accounting of the actions of the Executive Committee shall be given to the BOARD OF DIRECTORS at the annual business meeting.
2. It shall be the duty of the president of the BOARD OF DIRECTORS to appoint any committee, temporary or permanent, which might be directed by the BOARD OF DIRECTORS acting as a committee of the whole.
3. It shall be the duty of the president shortly after he takes office to appoint a Nominating Committee which shall be composed of at least three members. It will be the duty of the Nominating Committee to bring before the regular business session of the BOARD OF DIRECTORS names for consideration for membership to the BOARD OF DIRECTORS. The actions of this committee shall not preclude any nominations from the floor.
ARTICLES VII
(Finances)
1. Subject to approval by the BOARD OF DIRECTORS, the Executive Committee shall supervise the expenditure of funds of the CHRISTIAN STUDENT OUTREACH FOUNDATION, except as specifically provided for in this Article and elsewhere by the By-laws.
2. The treasurer shall be charged with the responsibility of accounting for all incoming moneys and for all disbursements as provided in the Certificate of Incorporation, under the direction of the Executive Committee.
3. Travel expenses shall be allowed for travel in behalf of CHRISTIAN STUDENT OUTREACH FOUNDATION as follows: Transportation expenses shall be at a rate provided by the BOARD. Personal (normal and necessary) expenses shall be actual expenses. The payment of extraordinary expenses shall be at the discretion of the Executive Committee subject to approval by the BOARD OF DIRECTORS. Those persons authorized to travel at the expense of CHRISTIAN STUDENT OUTREACH FOUNDATION shall be determined by the president of the BOARD, subject to approval by the BOARD.
4. The president and/or treasurer of the BOARD OF DIRECTORS shall be empowered to open and maintain a checking account or other accounts in the name of CHRISTIAN STUDENT OUTREACH FOUNDATION.
5. The BOARD shall require a complete accounting of all funds of CHRISTIAN STUDENT OUTREACH FOUNDATION at each annual meeting.
6. The Executive Committee shall have authority to negotiate loans, not to exceed one thousand dollars ($1,000). The Executive Committee shall have authority to negotiate larger loans with the approval of the BOARD OF DIRECTORS.
ARTICLES VIII
(Meetings and Quorum)
1. The annual meeting of the BOARD OF DIRECTORS shall be in the last third of the year. The exact date and place to be set by the secretary of the BOARD OF DIRECTORS with mutual consent of the Executive Committee. The official business meeting shall be during the annual meeting.
2. A special meeting may be called by the Executive Committee at any time that it considers action by the BOARD OF DIRECTORS to be necessary.
3. A quorum shall be necessary for the transaction of business by the BOARD OF DIRECTORS. A quorum shall be constituted by the presence of a majority of all the BOARD OF DIRECTORS then duly in office.
4. A mail ballot or E-mail shall be used when necessary.
ARTICLE IX
(Additions or Amendments)
1. Any proposed amendment or addition to these By-laws, not in conflict with the Certificate of Incorporation, may be presented in writing by any five members of the BOARD OF DIRECTORS at any regular annual business meeting of the BOARD OF DIRECTORS. If approved by a majority of the members present and voting, such amendment or addition shall be printed and sent to all members of the BOARD OF DIRECTORS. The amendment or addition shall then go into effect immediately.
ARTICLE X
(Parliamentary Procedure)
1. The rules contained in ROBERT’S RULES OF ORDER REVISED, shall determine the parliamentary practice of the BOARD OF DIRECTORS in all cases to which they apply. However, the President of the BOARD OF DIRECTORS can waive the rules with consent of the majority of the BOARD OF DIRECTORS present.