Heartland Spiritual Alliance

By-Laws

ARTICLE ONE NAME Section 1.1 Organization Name: The name of this organization will be the Heartland Spiritual Alliance (H.S.A.). The Board of Directors shall determine the principal place of business. The Registered Agent shall be the President.
ARTICLE TWO PURPOSE Section 2.1 Organization Purpose: The purpose of this organization will be to promote appreciation and acceptance of a variety of religions and philosophies; encourage participation in educational programs and activities; and to engage in any other legal activities permitted to a 501(c)(3) corporation.
ARTICLE THREE MEMBERSHIP Section 3.1 Qualifications: Memberhip will be open to any person 18 years of age or older interested in exploring the aspects of various religions and philosophies. Section 3.2 Dues: All dues will be paid as stated in Article 4.2 and constitute a financial obligation to the organization. Section 3.3 Membership Term: The Membership Year is defined as July 1st to June 30th. New members may join at any time, except as defined in the Operating Document. Section 3.4 Membership Types: Membership will consist of Active, Staff and Lifetime. Definitions of membership levels are as follows: [INDENT] Section 3.4.1 Active Membership Definition: Members in good standing are defined in the Operating Document. Section 3.4.2 Staff Membership Definition: Active Members serving as Officers, Directors, or Committee Chairs. Staff benefits and/or obligations are defined in the Operating Document. Section 3.4.3 Lifetime Membership Definition: Members so designated by a vote of the membership following a recommendation by the Board of Directors, conducted by paper ballot. Benefits of Lifetime membership are defined in the Operating Document. Lifetime members fulfilling Active Member requirements are also considered Active Members [/INDENT] Section 3.5 Denial, Suspension, or Revocation: Membership may be denied, suspended or revoked by a 4/5 majority vote of members attendant at a meeting, pursuant to a recommendation by the Board of Directors. Section 3.6 Restrictions: Members may not promise the payment of monies or use the name of the organization for any purpose without the agreement of the membership.
ARTICLE FOUR DUES Section 4.1 Amount: The annual dues required for membership for the following membership year will be recommended by the Board of Directors and voted on by the membership at the regular June meeting. Section 4.2 Payment: For each membership year, annual dues will be due by the regular July meeting and are not refundable. Members who have not paid required dues will not be in good standing with the organization. Dues may be paid for the current membership year only. Member Applicants will pay full annual dues at the time of application for membership. No dues will be required from Lifetime members. Section 4.3 Pro-ration: Dues are not pro-rated.
ARTICLE FIVE MEETINGS Section 5.1 Annual Meeting: The Annual Membership meeting will be held on the 2nd Sunday of July. The Board of Directors will determine the location for the annual meeting no later than the preceding meeting. Section 5.2 Quorum: A quorum consisting of 1/3 of the total members in good standing in attendance in person at the Annual Membership meeting for the current Membership year will be required for business to be conducted, or decisions made, at a regular or special meeting. Section 5.3 Regular Meetings: The regular membership meetings of the organization will be open to the public and held on the second Sunday of each month at 2:00 p.m. The Board of Directors will determine the location for regular meeting no later than the preceding meeting. Section 5.4 Special Meetings: Meetings may be called within seven (7) days of request to convene by the Board of Directors or the President at which time the date, hour and location will be specified by the Board of Directors. The attempt of notification to all members of special meetings will be made by telephone, mail or e-mail, and made no later than ten (10) days prior to the date of the special meeting.
ARTICLE SIX VOTING Section 6.1 Qualifications to Vote: Voting is restricted to members meeting requirements in Articles Three and Four. Section 6.2 Method: Acceptable voting methods consist of voice, show of hands, or secret ballot during meetings. Section 6.3 Proxy Voting: For members not attending meetings, voting proxy may be granted to an attending member. Additional definitions of proxy voting are defined in the Operating Document. Section 6.4 Voting Requirements: In any voting issue, a simple majority of votes cast is required for passage, except as noted elsewhere in these by-laws. For any vote to be considered valid, the number of votes cast, not including proxies, must equal a quorum as defined in Article 5.2. Section 6.5 Emergency Votes: Emergency votes may be called by the President or Board of Directors solely. For emergency votes called electronically, electronic media will be accepted. Acceptable media include polls, email directed to the President, Board Chairman and Secretary, or any other electronic form approved by the membership and included in the Operating Document. Section 6.6 Election Voting: Voting for elections will be conducted by secret or absentee ballot, tabulated by the Chairperson of the Board and membership Secretary. All tabulations may be observed or aided by Active Members, if needed. Results will be read to the membership at the conclusion of the tabulation. Section 6.7 Absentee Voting: Methods of absentee voting are defined in the Operating Document
ARTICLE SEVEN ELECTIONS Section 7.1 Nominations of Officers and Directors: Nominations for Officers and Directors will be made at the regular March meeting and made available to the membership no later than two (2) weeks prior to the regular April meeting. Section 7.2 Nomination of Committee Chairpersons: Nominations for Committee Chairpersons will be made at the regular June meeting and made available to the membership no later than two (2) weeks prior to the regular July meeting. Section 7.3 Election: Officers and Directors will be elected at the regularly scheduled April meeting. Committee Chairpersons will be elected at the regularly scheduled July meeting. Section 7.4 Restrictions: No person may serve as an Officer and a Director in the same term. No member may chair more than two (2) committees. Section 7.5 Terms: The term for all elected positions will be one (1) membership year as defined in Article 3.3. Section 7.6 Recall of an elected member: The procedure of recalling any elected member may be initiated when a proposal to begin the procedure is submitted to the Board of Directors by a member in good standing. The proposal will include the cause of the action, and then will be submitted to the general membership by the Board of Directors no later than the next membership meeting. Voting on the proposal will occur at the following regular meeting. The membership must vote by secret or absentee ballot to either confirm or deny the recall action. Confirmation of recall requires a 4/5 majority of cast ballots. In the event of a successful recall, the elected member is relieved from all duties of said position and dismissed from the position. The Officer, Director, or Committee Chairperson will relinquish any and all assets, both tangible and intellectual, to the President or Vice President within 24 hours of dismissal. Section 7.7 Special Elections: In the event of a necessary special election to fill a vacancy of an elected member, the membership will be able to make nominations up to ten (10) days before the next scheduled meeting where the vote will be conducted by secret or absentee ballot. Section 7.8 Requirement: Any person standing for election must be a member in good standing.
ARTICLE EIGHT BOARD OF DIRECTORS Section 8.1 Number: The Board of Directors will consist of seven (7) Directors. Section 8.2 Duties: It will be their responsibility to oversee the direction and programs of the organization. The Board of Directors will make recommendations to the membership for programs, activities, fund raising, publicity, expenditures of funds, and amendments to the bylaws. Section 8.3 Meetings: The Chairperson of the Board will designate the date, time, and location of Board meetings. Section 8.4 Election: The Board of Directors will be elected on the same schedule and ballot as the Officers, with those seven (7) nominees receiving the highest number of votes elected to the Board. The new Board will select a Chairperson at the June membership meeting. Section 8.5 Term: The term of office will be one (1) membership year as defined in Article 3.3. Section 8.6 Filling Vacancies on the Board: The member nominated for Director and receiving the highest number of votes but not elected shall be designated as the Alternate Director. In the event that a Director resigns or is recalled, the Alternate Director will be offered the position. In the event the chosen Alternate Director is unavailable, a special election will be called, as defined in Article 7, Section 7.7. Section 8.7 Restrictions: No Director may promise the payment of monies or use the name of the organization for any purpose without the agreement of the membership.
ARTICLE NINE OFFICERS Section 9.1 Number and Title: There will be four (4) Officers. The Officers' titles will be President, Vice President, Secretary, and Treasurer. [INDENT]Section 9.1.1 President: The President will preside at all membership meetings, keep close contact with the Board of Directors, Chairpersons of the standing committees, and Officers of the organization. The President, with the approval of available Board of Directors and Officers, may take such action as deemed necessary to protect the welfare of the organization in an emergency situation. The President will be an ex-officio member of all committees. Additional duties, as decided by the membership, are defined in the Operating Document. Section 9.1.2 Vice President: The Vice President will perform the duties of the President in the absence of the President. The Vice President is responsible for all Asset Management. The Vice President will keep in close contact with the President and is an ex-officio member of all committees. Additional duties, as decided by the membership, are defined in the Operating Document. Section 9.1.3 Secretary: The Secretary will take and maintain accurate minutes of all meetings and provide them to the membership prior to the following meeting. The Secretary will be responsible for all non-financial records and correspondences of the organization. The Secretary will maintain the Operating Document. The Secretary will keep in close contact with the President and is an ex-officio member of all committees. Additional duties, as decided by the membership, are defined in the Operating Document. Section 9.1.4 Treasurer: The Treasurer will be responsible for all monies of the organization. The Treasurer will pay all bills in a timely fashion and maintain all necessary accounts, receipts, and records. The Treasurer will give monthly reports of transactions and account balances. The Treasurer will be responsible for the timely filing of such reports and returns as may be required by governmental agencies. The Treasurer will keep in close contact with the President and is an ex-officio member of all committees. Additional duties, as decided by the membership, are defined in the Operating Document.[/INDENT] Section 9.2 Term: The term of office will be one (1) membership year, to commence as prescribed in Article 3.3. All H.S.A. assets under the control of any Officer will be relinquished within ten (10) days of succession. Section 9.3 Assistance with Duties: All Officers may appoint members to assist them in the performance of the duties of their Office. Section 9.4 Restrictions: No Officer may promise the payment of monies or the use of the name of the organization for any purpose without the agreement of the membership. Section 9.5 Filling Officer Vacancies: In the event that an Officer resigns or is recalled, a special election will be held. Until the election can be called in accordance with Article 7, Section 7.7, the Vice President would assume the duties of the President and the President would assume the duties of the vacant Officer position.
ARTICLE TEN COMMITTEES Section 10.1 Definition: A committee is created to perform a specific task as defined by the organization. A Standard Operating Procedural (S.O.P.) document defines the responsibilities and duties of said committee and will be on file with the organization as part of the Operating Document. Section 10.2 Budget: The Committee Chairperson will provide the Board of Directors an annual budget for review as defined in the Operating Document. The Board of Directors will present their budgetary recommendation to the membership for approval. Section 10.3 Reporting: The Committee Chairperson has the responsibility to report the activities and findings of the committee to the membership at each membership meeting. Section 10.4 Relinquishing Assets: All H.S.A. assets under the Committee Chairperson will be relinquished within ten (10) days of succession. Section 10.5 Creation of Committees: Committees may be created as needed by a majority vote of the membership. Nominations for the Chairperson of the newly created committee will be taken upon creation of the committee and up to ten (10) days before the next membership meeting. The Chairperson of the newly created Committee will be elected at the following membership meeting. Section 10.6 Removal or Amendment: A Committee may be removed or amended by a majority vote at a membership meeting. Section 10.7 Restrictions: No Committee Chairperson may promise the payment of monies or the use of the name of the organization for any purpose without the agreement of the membership.
ARTICLE ELEVEN ASSETS Section 11.1 Tangible Property: Tangible property is defined as physical assets purchased by, donated to, or otherwise owned or legally in the possession of the organization, including items or materials borrowed by, loaned to, rented to, or leased by the organization. Section 11.2 Intellectual property: Intellectual property is defined as any information including records, reports, statements, or other data pertinent to the organization or function thereof. Section 11.3 Relinquishing Assets: All tangible and intellectual property remains the property of the organization, unless otherwise determined by the membership. Any and all assets held by any Member will be relinquished as defined in the Operating Document, By-Laws, Committee SOP, or upon request of the membership.
ARTICLE TWELVE MISCELLANEOUS Section 12.1 Amendment of By-Laws: The by-laws may be amended at a membership meeting provided that written notification of the proposed amendment is made not less than ten (10) days prior to the meeting. The passage of the amendment will require a 4/5 majority polled vote. Section 12.2 Fiscal Year of the Organization: The fiscal year of the organization shall begin on the first day of July of each year and shall end on the thirtieth day of June of the next year. Section 12.3 Operating Document: A majority vote at any meeting will determine the inclusion, addition, deletion, or amendment of the policies of the organization comprising the Operating Document.