Bylaws of Friends of the IHP
Adopted September 12, 2016
ARTICLE I: NAME AND PURPOSE
Section 1. Name
The name of the organization shall be Friends of the IHP (FIHP).
Section 2. The Mission Statement of Friends of the IHP
The Friends of the IHP (FIHP) is a non-profit organization created to promote and support the educational activities and programs of the diverse group of Individualized Honors Program (IHP) students at Walter Reed Middle School. FIHP works to provide support for the educators and their vision of accelerated learning environments and materials needed for empowering students to reach their full potential through academic rigor and inquiry-based instruction.
The Goals of FIHP are:
- To provide financial and volunteer support for accelerated classroom materials including technology-based learning for IHP classrooms at Walter Reed Middle School.
- To help provide the IHP with the additional materials needed to assist the students in developing skills to become independent and self-sufficient learners who will succeed and contribute responsibly in a global community.
- To advocate on behalf of gifted, highly gifted and high-achieving students.
- To organize and encourage parent participation in the support of the IHP.
- To support social activities and collaborative learning amongst IHP students and the local community.
ARTICLE II: MEMBERSHIP
Section 1. Membership
Any parent or legal guardian of an enrolled Walter Reed Middle School Individualized Honors Program (IHP) student, and any faculty or administrator associated with the IHP, is a member of the Friends of the IHP (FIHP).
Section 2. General Meetings
General Meetings of the Members shall be held at Walter Reed Middle School once a month, with a minimum of six (6) General Meetings in the school year, dark in gJanuary. The President(s) shall preside at all General Meetings of the Members and if absent, the Vice-President shall preside. In the event of the absence of both the President(s) and the Vice-President, any of the Executive Committee may preside.
Section 3. Special Meetings
Special Meetings of the Members or the Executive Committee may be called at any time by the President(s) or a majority of the Executive Committee. Special Meetings need only to have the presence of the majority of the Executive Committee to constitute a quorum. No expenditure over the amount of $10,000 may be approved at a Special Meeting without a full ten (10) Member quorum.
Section 4. Quorum
The presence of ten (10) Members including board members shall constitute a quorum of any General Meeting of the Members. Less than a quorum shall adjourn any General Meeting from time to time without further notice.
Section 5. Voting
Each Member shall have one (1) vote. Voting by proxy shall not be allowed. Passage of a motion requires a simple majority.
Section 6. Order
Meetings shall be governed by the Robert’s Rules of Order, as such rules may be revised from time to time, insofar as such rules are not inconsistent with or in conflict with these Bylaws, or with provisions of law.
ARTICLE III: EXECUTIVE COMMITTEE
Section 1. Powers
The business of the corporation shall be managed by an Executive Committee who may exercise all of the powers of the corporation except as otherwise provided by law, by the Articles of Organization or by the Bylaws. The Executive Committee, as the governing body of the FIHP, shall have the full responsibility for the conduct and the furtherance of the FIHP’s business except for those matters specifically delegated to the President(s) through these Bylaws or by the action taken at duly called General Meetings of the Members.
Section 2. Qualifications
Members of the Executive Committee (Officers) must be parents or guardians of a current IHP student.
Section 3. Election
The Executive Committee shall consist of at least five (5) persons to be elected by the Members at a General Meeting. Elected Officers will be elected to serve at least a one (1) year term. The elections for the Executive Committee shall be decided by a plurality of votes cast by the Members.
Section 4. Vacancies
Any vacancy on the Executive Committee that arises during the school year shall be filled by the Executive Committee.
Section 5. Agenda
Any Member of the FIHP, other than an Officer, who desires to be heard or have a matter considered at a General Meeting, must contact the President and inform him or her as to the matter or matters on which said Member wishes to be heard or wishes the Membership or Executive Committee to consider prior to the start of said meeting. No person, other than an Officer, may address any General Meeting or Special Meeting unless the procedure stated in the preceding sentence has been fully complied with. The Executive Committee may in particular instance waive this particular requirement.
ARTICLE IV: OFFICERS
Section 1. Designation
The Officers of the FIHP, known as the Executive Committee, shall consist of a President, a Vice President, a Secretary, a Treasurer, and a Parliamentarian, and other such Officers as the Executive Committee may from time to time determine.
Section 2. Voting
The Executive Committee can make decisions if convening a General Meeting is infeasible for the matter at hand; a simple majority of the Executive Committee shall constitute a quorum and a simple majority of those present is required for any Executive Committee decision. Any decision voted by the Executive Committee needs to beratified at the subsequent General Meeting.
Section 3. Removal
If an Officer is absent from two (2) General Meetings during any twelve (12) month period said Officer may be deemed to have forfeited his or her seat. The Executive Committee may remove any Officer by a vote of two-thirds of the Executive Committee present at said meeting, provided that an Officer may be removed only after reasonable notice and opportunity to be heard by the Executive Committee prior to action thereon. Reasons for removal include, but are not limited to, the following:
- Inappropriate behavior, including but not limited to misuse of funds
- Misrepresentation of the FIHP
- Lack of attendance: if such person misses two (2) consecutive meetings, except for reasonable circumstances.
Section 4. President(s)
The President(s) shall be the Chief Executive Officer(s) of the organization and shall have general supervision and control of its business. The President(s) shall preside at all meetings of the Members and at all meetings of the Executive Committee. The President(s) shall sign all contracts and agreements on behalf of the FIHP after the same have first been approved by a vote of the General Membership or a majority of the Executive Committee. The President(s) shall also serve as an ex officio member of all Committees. The President(s) shall also serve as a signatory on all checks, deposits and financial accounts.
Section 5. Vice President(s)
The Vice President(s) shall preside at meetings in the absence of the President(s) or upon the President’s or Presidents’ inability to serve. The Vice President(s) shall represent the President(s) upon request by a President, as well as assume the duties of the President(s) in the event of a vacancy until the position is filled in accordance with the Bylaws. The Vice President(s) shall act as aide(s) to the President. The Vice President(s) shall act as the Executive Committee liaison with the teacher liaison(s). The Vice President(s) shall also act as email communication liaison with the parents/guardians of IHP students. The Vice President(s) shall also serve as an ex officio member of all Committees.
Section 6. Secretar(ies)
The Secretary(ies) shall act as a Correspondence Secretary for the FIHP. The Secretary(ies) shall also be responsible for keeping and maintaining records of the Minutes of the meetings of the Members and Executive Committee
Section 7. Treasurer
The Treasurer shall be the Chief Financial Officer of the FIHP. The Treasurer, subject to the Direction of the Executive Committee, shall have general charge of the financial affairs of the FIHP. The Treasurer shall have custody of all funds and valuable documents of the FIHP except as the Officers may otherwise provide. The Treasurer may endorse for deposit or collection all checks, notes, etc. payable to the FIHP or its Order. The Treasurer shall keep accurate accounts of all of the FIHP’s financial transactions. The Treasurer shall sign all checks and drafts for the disbursements of funds of the Organization provided said disbursements have first been approved by the appropriate committee. He or she shall be responsible for the preparation and filing as required by law of such returns and financial reports of all accounts of the FIHP. The President(s) shall also serve as a signatory on all checks, deposits and financial accounts. The Treasurer shall maintain a general account and such other bank accounts as may from time to time be approved by the Executive Committee. The Treasurer shall provide written reports at such times as requested by the Executive Committee, and during General Meetings.
Section 8. Parliamentarian
The Parliamentarian shall maintain adherence to Robert’s Rules of Order and the FIHP’s Bylaws at all meetings of the Executive Committee and General Meetings of the Members. The Parliamentarian shall also chair a Bylaws Committee as needed.
Section 9. Indemnification
Each person now or hereinafter an Officer of this the FIHP shall be indemnified by the FIHP against all expenses and losses reasonably incurred or suffered by him or her in connection with any claim, action, suit, or proceedings, civil or criminal, actual or threatened, to which he or she may be made party by reason of his or her being or having been such an Officer as aforesaid, or by reason of his or her alleged acts or omissions as such Officer, except with respect to any matter as to which he or she shall have been adjudicated in any proceeding not to have acted in good faith in the reasonable belief that his or her action was in the best interests of the FIHP, provided, however, that the FIHP may compromise and settle any such claim, action, suit, or proceeding and pay such expenses and losses, if such settlement and payment appear to be for the best interest of the corporation in the judgment of a majority of the disinterested members of the Executive Committee, whose judgment on the matter shall be final.
ARTICLE V: INSURANCE
The Executive Committee shall have the power to purchase and maintain insurance on behalf of any agent of the corporation against any liability asserted against or incurred by the agent in such capacity or arising out of the agent’s status as such.
ARTICLE VI: COMMITTEES
Section 1. Appointments
The Executive Committee may appoint standing and ad hoc committees as needed.
ARTICLE VII: MISCELLANEOUS
Section 1. Fiscal Policies
The fiscal year of the board shall be the first day of August to end the last day of July in each year.
Section 2. Amendments
These Bylaws can be amended at any General or Special Meeting of the Membership by a two-thirds vote of those Members present.
Section 3. Seal
The Executive Committee may adopt, use and at will alter, a corporate seal.
Section 4. Bylaws
The Bylaws should be reviewed at least every five (5) years to ensure that provisions are relevant and meaningful to the Organization and its Members.