"We are going to make the homeless homeful again!"
Bylaws of Homeful Casa
Effective Date: [Insert Date]
Article I: Name and Purpose
Section 1: Name
The name of the organization is Homeful Casa (hereinafter referred to as the "Corporation").
Section 2: Purpose
The purpose of Homeful Casa is to combat homelessness by providing sustainable housing solutions and support services to individuals and families in need. The Corporation operates exclusively for charitable, educational, and community purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code.
Article II: Membership
Section 1: No Members
Homeful Casa shall not have members. All decision-making authority shall rest with the Board of Directors.
Article III: Board of Directors
Section 1: General Powers
The affairs of the Corporation shall be managed by its Board of Directors (the "Board"). The Board shall set policies, oversee operations, and ensure alignment with the Corporation’s mission.
Section 2: Number and Composition
The Board shall consist of no fewer than three (3) and no more than fifteen (15) directors. The exact number of directors shall be determined by the Board.
Section 3: Terms
Directors shall serve for a term of three (3) years and may be re-elected for up to two (2) consecutive terms. After serving two terms, a director must take a one-year break before being eligible for re-election.
Section 4: Election
Directors shall be elected by a majority vote of the Board at the annual meeting.
Section 5: Resignation and Removal
- A director may resign at any time by submitting written notice to the President.
- A director may be removed by a two-thirds (2/3) vote of the Board for failure to perform duties, misconduct, or actions contrary to the Corporation’s mission.
Section 6: Vacancies
Vacancies on the Board shall be filled by a majority vote of the remaining directors. The newly elected director shall serve the remainder of the unexpired term.
Article IV: Officers
Section 1: Roles and Responsibilities
- President: The President shall preside over meetings, represent the Corporation publicly, and ensure the Board’s directives are carried out.
- Vice President: The Vice President shall assist the President and perform the President’s duties in their absence.
- Secretary: The Secretary shall maintain meeting minutes, organizational records, and ensure compliance with legal and regulatory requirements.
- Treasurer: The Treasurer shall oversee financial records, prepare budgets, and ensure proper financial reporting.
Section 2: Election and Terms
Officers shall be elected by the Board at the annual meeting and serve for a term of two (2) years. Officers may serve consecutive terms.
Section 3: Removal
Officers may be removed by a two-thirds (2/3) vote of the Board for failure to perform duties, misconduct, or actions contrary to the Corporation’s mission.
Article V: Meetings
Section 1: Regular Meetings
The Board shall meet at least quarterly, with one meeting designated as the annual meeting.
Section 2: Special Meetings
Special meetings may be called by the President or any three (3) directors with at least seven (7) days’ notice.
Section 3: Notice
Notice of meetings shall be sent to all directors at least seven (7) days in advance, including the date, time, and location.
Section 4: Quorum
A majority of the directors shall constitute a quorum for the transaction of business.
Section 5: Voting
Each director shall have one vote. Decisions shall be made by a majority vote unless otherwise specified in these bylaws.
Article VI: Committees
Section 1: Establishment
The Board may establish committees as needed to carry out the Corporation’s mission. Committees may include board members and non-board members.
Section 2: Authority
Committees shall have authority as delegated by the Board but may not act in place of the Board unless specifically authorized.
Article VII: Conflict of Interest
Section 1: Disclosure
Directors and officers shall disclose any actual or potential conflicts of interest.
Section 2: Recusal
Any director or officer with a conflict of interest shall recuse themselves from related discussions and decisions.
Article VIII: Financial Management
Section 1: Fiscal Year
The fiscal year of the Corporation shall begin on January 1 and end on December 31.
Section 2: Budget
An annual budget shall be prepared by the Treasurer and approved by the Board.
Section 3: Financial Records
Accurate financial records shall be maintained and reviewed regularly by the Board.
Section 4: Contracts and Spending Authority
Contracts or expenditures exceeding $5,000 shall require approval by both the President and Treasurer.
Article IX: Amendments
Section 1: Process
These bylaws may be amended by a two-thirds (2/3) vote of the Board at any regular or special meeting, provided that written notice of the proposed amendment is given to all directors at least seven (7) days in advance.
Article X: Dissolution
Section 1: Distribution of Assets
Upon dissolution of the Corporation, all remaining assets shall be distributed to another 501(c)(3) organization with a similar mission, as determined by the Board.
Certification
These bylaws were approved by the Board of Directors on [Insert Date].
President Signature: Richard Whitney
Secretary Signature: Myriam Naftule