Humane Society of Branch County

Our By-laws

BY-LAW REVISIONS

AMENDED and RESTATED for REVIEW and ADOPTION
Of
THE HUMANE SOCIETY OF BRANCH COUNTY



ARTICLE I

NAME: The name of the organization is

Humane Society of Branch County, Inc. ARTICLE II

PURPOSE: It is the policy of the society to provide humane care and treatment, as space allows, for all canines and felines needing protection in the area served by the society. Also to uphold all laws which are now, or may hereafter be enacted for the protection of the animals and to secure by lawful means, the arrest and conviction of any person violating such laws. No destruction of any healthy animal shall be carried out unless agreed upon by the President, Vice President, Shelter Manager and two active members with respect to the memory of the founder Ida May Stetler. ARTICLE III

MEMBERSHIP: As of 05/03/11 any individual may become a life time member upon dues paid of $200.00 per Family, or $100.00 per Individual. Annual membership dues are as follows: Individuals $15.00, Family $25.00. (A family would be described as an individual plus a legal spouse, or domestic partner, plus any children under the age of 18.) Membership renewal dues must be received by the First day of February of each year to retain “active status.” If active status is allowed to expire, new member status will apply. New members must wait a mandatory three (3) months after payment of dues before being eligible to vote. The board reserves the right to remove any member for misrepresentation, not acting in conformance with the shelter, or degrading the society in any way. ARTICLE IV

MEETING OF MEMBERS
Section 1. ANNUAL MEETINGS: An annual meeting of the society shall be held in April of each year, at such time and place as determined by the society officers. The purpose of the annual meeting will be the election of officers and the transaction of such other business as may properly come before such meeting. At the next regular meeting, a list of the officers and members shall be distributed to all members of the society and shall be kept up to date until the following year. REGULAR MEETINGS: Monthly meetings shall be held, at such time and place as determined by the society officers. The President may cancel a monthly meeting, with notification of officers, and the Secretary would notify by electronic notification, if provided. A cancelled meeting will be held as soon as possible, within the same month, unless cancellation is due from inclement weather. SPECIAL MEETINS: Special meetings of the members of this society may be called by the President, by a majority of the officers, or upon written request to an officer by five (5) or more active members with voting privileges. Section 3A. SPECIAL MEETINGS: When an officer receives a request, then it will be taken to the Board for review, a decision will be put in writing to the members submitting the request, and membership will be notified if a special meeting is to be held and will be communicated at the next regular membership meeting. Section 4. ORDER OF BUSINESS MEETINGS: The order of business meetings shall be as follows:

1. Meeting called to order by the President or Vice President.
2. Reading and approval of minutes of previous meeting.
3. Reports of the officers.
4. Reports of the Shelter Manager.
5. Reports of standing or special committees.
6. Reports on communication, ex; newspapers, emails, pet-finder, etc.
7. Transaction of old business.
8. Transaction of new business.
9. Election of officers at April annual meeting.
10. Adjournment. Section 5. RIGHT TO VOTE: Majority rules on all issues providing quorum is met, at the annual meeting, all regular meetings, and any special meetings of the membership. Membership quorum is defined as a majority of officers (being 51% or more), plus 3 active members eligible to vote. Only active members are eligible to vote. Section 5A. RIGHT TO VOTE BY ABSENTEE BALLOT: Written ballots must be made available (upon request) to any members unable to attend a given meeting for any known voting issue. Absentee ballots submitted must be signed and dated for proper validation and received 24 hours prior to general voting. If ballots are not available prior to general voting, absentee votes must be received within one (1) week after general voting. The Secretary and membership officer will be in charge of counting all votes. Section 5A (a) Any request for an absentee ballot must be made to the Membership officer so the membership can be verified. Absentee ballot will be numbered and can be sent out by email, but must be returned as a hard copy with an original signature to the Membership Officer no later than 24 hours prior to voting. Any absentee ballot that is returned by email will not be accepted. Secretary will provide the official ballot to the Membership Officer. ARTICLE V

SOCIETY OFFICERS
Section 1. The concerns, direction and management of the affairs of the society shall be vested in the current Board of the society. Only active members qualify to be elected as officers. Any officer of the society shall be removed from office if absent for three (3) consecutive meetings without proper notification, of at least 1 (one) Board member. Procedure for removing an officer for misconduct, degrading, or not acting in conformance with the shelter, shall be removed by a majority vote from the Board. ARTICLE VI

OFFICERS: The active membership of this society shall elect a President, Vice President, Secretary, Treasurer, Fund Raising Officer, Membership Officer and Public Relations Officers. These officers will comprise the Board of Directors. The membership may choose other such officers as the business of the society may require. The Board will appoint a Shelter Manager who would be required to attend each Board and regular monthly meetings, to give monthly and operations reports. Officers shall be elected annually and serve for one year or until their successors are elected. Whenever any vacancy shall occur in any office of the society by death, resignation or otherwise, the vacancy will be filled by the active membership. Vacancy must be filled within as soon as possible, no longer than two (2) months. Under IRS Tax Law, pertaining to non-profit organization (501c), paid employees are discouraged from occupying any Board position, as this may cause a conflict. DUTIES OF OFFICERS

a. PRESIDENT: The President shall be the chief executive of the society who shall have general and active management and supervision over the business of the society. The President shall have all the general powers and authority usually vested in the office and shall vote only in the case of a tie vote. VICE PRESIDENT: The Vice President, in the absence or disability of the President, shall perform all the duties and exercise all the powers of the President and shall, under the supervision of the President, perform such duties as assigned. SECRETARY: The Secretary shall preserve true minutes in the books of the society and take attendance of all meetings. True minutes of all meetings must be signed by the Secretary, and mailed to members electronically, upon request, within ten (10) days. The Secretary shall also perform all duties incident to the office and any other duties as may from time to time be assigned. Secretary will prepare the official ballot and provide them to the Membership Officer. TREASURER: The Treasurer shall receive and deposit, in a bank designated by the society, all monies and securities. The Treasurer shall disperse funds in accordance with a budget approved by the Board, and also submit to the Board of Directors a monthly report of the income and expenditures, a copy of the monthly ledger for check registers of the month and any State or Federal level tax forms of the society. The Treasurer shall also reimburse members for any approved expense incurred in fulfilling their duties. Any transfer of funds or any non-operating expenditure over the amount of $2,500.00 would require Board approval and two (2) officer signatures. The Board would also approve any major capital expenditure. FUND RAISING OFFICER: The Fund Raising Officer shall co-ordinate all fund raising activities. f. PUBLIC RELATIONS OFFICER: The Public Relations Officer shall handle all advertising, publicity and gratitude of the society. g. MEMBERSHIP OFFICER: The Membership Officer shall create and maintain a list of paid members. It shall also be the responsibility of the Membership Officer to provide each paid up member of the society with a current membership list once a year, and upon request. ARTICLE VII

AMENDMENT: By-law revisions may be allowed once a year, after being presented to the Board, unless requiring immediate actions. Any changes to the by-laws shall be presented in writing at a Board meeting and held over until the next meeting, at which time it will be presented to the membership. By-law changes should be presented no later than (sixty) 60 days (prior to voting), to the Board, and no later than thirty (30) days (prior to voting), to the membership. If approved, the Secretary will document the changes into the by-laws. By-laws are to be signed by officers of the Board. AMENDMENT: Persons under 21 years of age will not be allowed to serve or sell any alcoholic beverages at any Humane Society Function. Persons under 18 years of age will have no voting privileges in the organization. ARTICLE XI

AMENDMENT: Upon the dissolution of the corporation, 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 or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. Revised: 02/2011 DMM

Revised: 12/3/2013 JJS