As of March 27, 2024

 

F-M Backstage Backers, Inc.

 

BYLAWS

 

ARTICLE I - NAME

 

The name of the corporation is the F-M Backstage Backers, Inc.

 

ARTICLE II - PURPOSE

 

A. The corporation is organized exclusively for charitable, educational, literary and cultural purposes under Section 201(C) of the New York State Not for Profit Corporations Law.

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B. The purpose of the F-M Backstage Backers, Inc. is to support Fayetteville Manlius School District’s theatre, band, orchestra and choir performers, performances and productions. Purposes include but are not limited to: making distributions to facilitate opportunities for local students to develop skills in performance and technique, to fund raise for trips for performance and education, and to facilitate music and theatre education and any other activity that will support the theatre, band, orchestra and choir programs in Fayetteville-Manlius School District.

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C. The F-M Backstage Backers, Inc. will support the local community with such donations as the corporation deems necessary in order to achieve its purpose.

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D. No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, or officers. Notwithstanding any other provision of this document, the organization shall not carry on any other purpose not permitted to be carried on (a) by an organization exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code.

 

ARTICLE Ill - MEMBERS

 

A. Membership is open to any parent or guardian of a student participating in the Fayetteville-Manlius School District’s theatre, band, orchestra or choir programs.

 

B. Dues, if any, will be established by the Executive Board. If dues are charged, a member must have paid his or her dues at least 14 calendar days before the meeting to be considered a member in good standing with voting rights.

 

 

ARTICLE IV- OFFICERS

 

A. The officers shall be a President, Vice-President, Secretary, and Treasurer. The officers are the Executive Board of the corporation. Nothing in these bylaws will prevent the election of co-officers for any office.

 

ARTICLE V- DUTIES OF OFFICERS

 

A. PRESIDENT - The President will preside over all regular general membership meetings and Executive Board meetings. The President will appoint chairs of all standing committees and other special committees deemed necessary. The President shall be an ex-officio member of all committees. The President will supervise the activities and projects of the Corporation and shall be its official representative. The president will review any publication issued on behalf of the F-M Backstage Backers, Inc.

 

B. VICE-PRESIDENT - The Vice-President will assist the President as needed and assume the duty of the President in the latter's absence or vacancy until the position is filled .

 

C. SECRETARY - The Secretary will record the minutes of the Executive Board, Board, and regular membership meetings. The Secretary will publish minutes as determined by the Board. The Secretary will ensure appropriate notice regarding all membership meetings to the general membership.

 

D. TREASURER - The Treasurer will collect, deposit, and disburse funds and shall maintain all financial records for the Corporation and report them to the Board and the general membership at their meeting.

 

ARTICLE VI - ELECTION OF OFFICERS

 

A. Elections - Elections will be held at the last membership meeting of the academic year. The Executive Board will identify one or more candidates for each office and present a full list of candidates two (2) weeks prior to the membership meeting in which the election will be held. Voting at the membership meeting shall be by voice vote.

 

B. Eligibility – Active members are eligible for office.

 

C. Term of Office - Officers are elected for two year terms. Each person elected shall hold only one office at a time.

 

D. Vacancy - A vacancy in any office shall be filled by approval of the Board.

 

ARTICLE VII - MEMBERSHIP MEETINGS

 

A. The Corporation shall hold a minimum of five (5) membership meetings during the academic year at a time and place determined by the Executive Board at least one week before the meeting.

 

B. The annual meeting of the Corporation will be held at the last membership meeting of the academic year. The annual meeting is for receiving reports, electing officers, and conducting other business that should arise.

 

C. Quorum - The Quorum for membership meetings shall be 5 members of the organization and two members of the Executive Board.

 

ARTICLE VIII - EXECUTIVE BOARD

 

A. The Executive Board will consist of the President, Vice President, Secretary and Treasurer

 

B. The duties of the Executive Board are to: transact business between membership meetings, (e.g. approve routine bills}, designate committees as needed, prepare and submit a budget to the membership, set membership and board meeting dates and times and determine appropriate means of notice to membership regarding such meetings, solicit information and advice from the Board, and prepare agendas, reports and recommendations to the membership.

 

ARTICLE IX - BOARD MEMBERS

 

A. There will be a minimum of four (4) Board Members of the F-M Backstage Backers, Inc. Board Members consist of the President, Vice President, Secretary, Treasurer, and up to five (5) additional members

 

B. The Board will meet at least two (2) times a year to plan and coordinate the activities of the F-M Backstage Backers, Inc. Meeting times are at the discretion of the Board Members.

 

C. The Board will ensure that the organization adheres to the fundamental purposes of the F-M Backstage Backers, Inc. as stated within.

 

D. Quorum - A quorum of the Board consists of four (4) members including two (2) officers.

 

E. Vacancy - A vacancy on the Board shall be filled by the Board by a majority vote of a quorum.

 

F. The Board may appoint committees as needed consisting of members and board members. These are not required and may be temporary or standing as determined by the Executive Board.

 

ARTICLE X - FlNANCES

 

A. A budget will be drafted at the end of each academic year, approved by a majority of the Board, and shared with members at the annual meeting. The fiscal year of the corporation will be determined by the Board.

 

B. The Treasurer will keep accurate records of any disbursements, income and bank account information. The Treasurer will ensure that monthly reports are provided to the Board and summary reports are provided at membership meetings. In addition to monthly financial reports to the board, the treasurer will prepare a financial statement at the end of the year to be reviewed by the members, which may be audited by an audit committee if the members request it by a majority vote.

 

ARTICLE XI - RESOLUTIONS

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A. No resolution to commit this Corporation on any matter shall be undertaken without approval by a majority of the Board.

 

ARTICLE XII - DISSOLUTION

 

A. The Corporation may be dissolved by the membership with a majority vote of a quorum with (14 calendar days) previous notice.

 

B. In the event of the dissolution of the Corporation, any remaining funds should be used to pay any outstanding bills. All remaining funds will be donated at the discretion of the Board to the Fayetteville Manlius School District theater and music program

 

ARTICLE XIII-CHANGES TO THE BY-LAWS

 

A. These ratified By-Laws laws may be amended at any regular or special meeting by two-thirds of the membership when:

 

1.) a quorum is present; and

 

2.) previous notice has been given to the entire membership at the previous membership meeting; and

 

3.) the change is proposed and approved by the Board.

 

ARTICLE XIV -CONFLICT OF INTEREST

 

A. The Corporation will guard against conflicts of interest to protect the Corporation's tax-exempt status. When the Corporation is contemplating entering into a transaction or arrangement the Board will take steps to ensure that it has full disclosure from officers/ board members/members about whether any benefit to a private interest of an officer/board member/members of the Corporation might result or whether the transaction may result in an excess benefit transaction.

 

B. Any officer or member of a committee with board-delegated powers is obligated to disclose any direct or indirect individual or family ownership or investment interest if the Corporation is contemplating entering into a transaction or arrangement with it. The interest is not necessarily a conflict of interest; however, it must be appropriately reviewed before a determination is made.

 

C. This article is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.

 

ARTICLE XV - REMOVAL OF BOARD MEMBERS

 

A. Any board member including a member of the Executive Board may be removed by an affirmative vote of a majority of the Board.