BY-LAWS
SADDLEBROOKE TROOP SUPPORT BYLAWS
ARTICLE 1 - NAME
The name of this organization shall be SaddleBrooke Troop Support. It is a nonprofit, charitable organization whose previous name was Tucson Troop Support Group.
ARTICLE 2 - SaddleBrooke Troop Support is organized exclusively for charitable purposes under Section 501 (c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code.
ARTICLE 3 - MISSION STATEMENT OF CHARITABLE PURPOSE
SaddleBrooke Troop Support (hereinafter "STS") is a charitable organization dedicated to the support of local Tucson military personnel, their families, and military veterans who are in financial or physical need. Any person or organization may make gifts and donations to STS and all such gifts and donations shall be devoted exclusively to the purposes of this mission statement.
ARTICLE 4 - AUTHORITY AND LIMITATIONS
STS shall not operate in any manner that violates SaddleBrooke Homeowners Associations bylaws and regulations, and shall not conduct business or obligate funds in the name of SaddleBrooke Homeowners Associations.
ARTICLE 5 - MEMBERSHIP AND MEMBERSHIP MEETINGS
Section A - No person shall be denied membership because of race, color, religion, - national origin, marital status or sexual orientation. Membership meetings shall be held annually within the first 90 days of the calendar year.
Section B - No Officer or member of STS shall use the organization for political purposes. No discussion of partisan political issues shall be permitted at any event or meeting. Neither political candidates nor political agendas shall be supported or proposed at any event or meeting.
Section C - Membership Meetings for the purpose of conducting STS business may be called by the Board of Directors. Notice of such meetings shall be issued by email at least one week prior to such meeting. Such notice shall state the purpose, time, and location of the meeting. The notice shall consist of the Agenda and minutes of the previous meeting. The location of the meeting must be within the SaddleBrooke community.
Section D - The President of the Board of Directors shall conduct the Membership
Meeting.
ARTICLE 6- NOMINATIONS AND ELECTIONS.
Section A - The Board of Directors shall appoint a Nominating Committee Chair and two additional committee members, all of whom must be members of STS.
Section B - The Nominating Committee shall establish and nominate a slate of Directors and Officers. The slate shall be emailed to the membership at least seven days prior to the Membership Meeting called for the purpose of electing Directors of the Board.
Section C - Any member may nominate any other member for any Director by announcing the nominee's name at such membership meeting and producing written consent by the nominee for such nomination.
Section D - Election of Board members shall be by written vote of the majority of members attending and voting in person at such Membership Meeting.
ARTICLE 7 - GOVERNING BODY
Section A - The Board of Directors shall be the governing body of STS and shall be charged with the duty of conducting its business.
Section B - The Board of Directors shall meet on a monthly basis and at such other times as may be determined by the President or by a majority of Board members. Prior to such meetings notice shall be sent to all Board members stating the location, date, and time of the meeting. Email notification will be sufficient for these purposes.
Section C - The business of STS shall be conducted at meetings of the Board of
Directors at which a quorum is present. A Board member who cannot attend the Board meeting may submit a vote by email. A quorum is defined to be a majority of all Board members. Actions decided upon by a majority of the Board of Directors present and voting at such meeting shall be the act of STS. Roberts Rules of Order shall be authoritative on all questions of parliamentary procedure unless in conflict with these bylaws, or the laws of the State of Arizona.
ARTICLE 8 -BOARD OF DIRECTORS
Section A - The Board of Directors shall include at a minimum the following: President, Vice-President, Secretary, Treasurer and a Member-at-Large all of whom must be members of STS. The number of additional Board members and their duties shall be set from time to time by the Board of Directors.
Section B - All elected Board members shall hold office for a term of two (2) years. There shall be no limitation on the number of consecutive terms to which a Director may be elected or appointed in the manner provided in these Bylaws.
Section C - A vacancy occurring in any Board position other than the President shall be filled for the remainder of that term by a majority vote of the Board of Directors who vote for that purpose. Should the President position become vacant, it may be filled by the Vice-President for the remaining term.
Section D - Proxy votes are allowed to determine a quorum and for any other voting purpose. The proxy, via email, must state the name of the person being appointed as proxy and shall state the vote that is to be cast.
Section E - No member of the Board of Directors or any member of STS shall receive compensation in any form for his or her service.
Section F - Conflict Of Interest - No Board of Directors member or any member of STS shall own, benefit from, or engage in any personal activity that conflicts with the objectives of STS and shall have no financial arrangement that conflicts in any manner with the objectives of STS or engage in any activity on behalf of this organization not permitted to be carried on by an organization exempt from federal income tax under section 501 (c){3) of the Internal Revenue Code or the corresponding section of any future federal tax code.
ARTICLE 9 - DUTIES OF BOARD OF DIRECTORS MEMBERS
Section A - The President shall be the chief administrative Officer of the Board of Directors and shall preside over all Board meetings. The President shall be an ex• officio member of every committee other than the Nominating Committee.
Section B - The Vice-President shall assist the President when requested and shall
perform the President's duties at meetings in the event of the President's absence. Section C - The Secretary shall record the minutes of Board of Directors meetings and Membership Meetings and shall maintain a written or digital record of all such minutes and all other official STS documents. The Secretary shall insure that a draft of the minutes of any meeting is delivered to all Board members prior to the next ensuing meeting, by email. Should the Secretary be absent from any such meeting, the President will appoint a Board member to record the minutes.
Section D - Treasurer
(1) The Treasurer shall be the chief financial officer of STS and shall direct, with Board approval, the procedure for handling all dues payments, donations, and revenues and all disbursements of funds.
(2) The Treasurer shall present a monthly financial report along with a current check register to the Board for approval. The fiscal year shall be January 1 through December 31.
(3) The Treasurer shall cooperate with an independent auditor appointed annually
by the Board to audit the financial records of STS. The Treasurer shall file the necessary end of year tax forms.
(4) The Treasurer shall coordinate with every member of the Board to establish an annual Budget that shall be submitted to the Board of Directors for action.
(5) The Treasurer shall maintain a savings and checking account at the SaddleBrooke branch of Bank of the West. With pre-approval, either via email or hand written authorization by the President or Vice president, the Treasurer shall disburse checks for pre-approved budgeted items.
6) Should the Treasurer be absent from any meeting, or be unable to perform banking responsibilities, the Board of Directors by majority vote of those voting shall assign another Board member to perform those duties on a temporary basis.
(7) The Treasurer shall insure that no funds are expended for any purpose other
than the charitable mission of STS and no funds shall inure to the benefit of any person beyond the mandates of its charitable mission. No Board member or other member shall receive compensation or gifts for their activities.
ARTICLE 10- COMMITIEES
Section A - The Board of Directors shall designate such committees as it determines to be necessary to accomplish the mission statement of STS.
Section B - The committees thus designated by the Board of Directors shall be named by the Board.
Section C - The Board shall appoint from among STS members the Chair of each
committee and shall assign the duties of the committees so designated. The Chair of each such committee may select members of the committees.
ARTICLE 11-AMENDMENTS TO THESE BYLAWS
These bylaws may be amended from time to time by a majority vote of the Board of
Directors held for that purpose.
ARTICLE 12 - DISSOLUTION
No dissolution shall be accomplished until all outstanding debts have been paid in full to the extent of available assets. Upon the dissolution of this organization, all assets shall be distributed for one or more exempt purposes within the meaning of Section 501 (c)(3) of the Internal Revenue Code, or 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.
