EVERGREEN ELEMENTARY PTO

BYLAWS

As approved on March 7, 2015

Article I.

Name

The name of this unit shall be Evergreen Elementary Parent Teacher Organization (PTO).

Article II.

Purpose

 

Evergreen PTO is organized exclusively for charitable and educational purposes, under section 501(c)(3) of the Internal Revenue Code, supporting the advancement of education within the Evergreen Elementary School community. To accomplish this mission, Evergreen PTO:

  • Strives to improve the ideals of cooperation between parents and teachers
  • Aids parents and teachers in the advancement of education of children and youth

 

Article III.

Basic Policies

 

The following are the basic policies of the PTO:

  1. The organization shall be non-commercial, nonsectarian, and nonpartisan.
  2. The organization shall work with Evergreen Elementary School and the Mead School District to provide quality education for all children and youth and shall seek to participate in the decision-making process establishing school policy, recognizing that the legal responsibility to make decisions has been delegated by the people to the boards of directors.
  3. The organization shall work with Evergreen Elementary School and the Mead School District to promote general education funding and to assist the general public in recognizing the importance of said funding in maintaining quality education at Evergreen Elementary.
  4. The organization shall not – directly or indirectly – participate or intervene (in any way, including the publishing or distribution of statements) in any political campaign on behalf or in opposition to any candidate for public office; or devote more than an insubstantial part of activities towards attempting to influence legislation by propaganda or any other means, except as it applies to (c) above.
  5. The organization shall not enter into membership with other organizations except such organizations as may be approved by the Board of Directors.In the event of dissolution of the organization, its assets shall be distributed for one or more of the purposes specified in Section 501 (c)(3) or (4) of the Internal Revenue Code of 1986 as from time to time amended.

 

Article IV.

Membership

 

Membership and Voting

  1. All parents of children currently in attendance at Evergreen Elementary and all staff at Evergreen Elementary are members of the PTO.
  2. Only members of the PTO shall be entitled to a voice and a vote in the business of the PTO.

 

 

 

 

Election

 

Article V.

Nominating Committee

 

  1. The nominating committee shall consist of the executive board of the current PTO officers.
  2. The nominating committee shall invite members in good standing to submit nominations for each office to be filled at least thirty (30) days preceding the election of officers.
  3. Only members of the PTO shall be eligible to vote or serve.

 

Duties

a) The nominating committee shall submit to the membership a written and signed report at least fifteen (15) days prior to the election, the name of one (1) or more candidates for each office to be filled. Additional nominations may be made from the floor with the consent of the nominee.

 

Article VI.

Officers and Their Election

PTO Executive Board

  1. There shall be at least four (4) elected officers: president, vice president, secretary, and treasurer and any other officers as designated by these bylaws.
  2. The officers shall be elected as a general membership meeting prior to May of each year to serve for a term of one (1) year, or until their successors are elected. An officer having served eight (8) or more months shall be considered to have served a full term. Officers shall assume their offices on July 1.
  3. A simple majority of all votes is necessary to elect. Voting may be by voice if only one (1) candidate is nominated for an office. Absentee or mail-in proxy ballots are prohibited.
  4. The privilege of nomination and election to office for the ensuing year may be extended to persons who are already members of the PTO and whose student(s) move(s) within the same school district.
  5. If a vacancy occurs in an office, the PTO Board may appoint an acting officer to serve until the next general membership meeting, at which time nominations shall be made from the floor with the consent of the nominee. A simple majority of votes cast is necessary to elect. Voting may be by voice if only one (1) candidate is nominated for an office. Absentee or mail-in or proxy ballots are prohibited.
  1. The election of officers must be completed by May 1 of each year.

 

Article VII.

Duties of Officers

General

  1. Upon assuming office, the officers shall be empowered to honor expenditures that have been provided for in the approved budget. All books, funds, and supplies belonging to PTO shall be relinquished to the new officers by the retiring officers immediately upon leaving office.
  2. All financial matters and binding agreements shall require two (2) signatures; only elected officers shall have the authority to sign.
  3. The executive board may, by majority vote, approve expenditures of less than

$200.00 or submit the same to the general membership for approval.

  1. In the event two (2) or more members of the same household hold offices in the PTO, only one (1) shall co-sign financial matters.
  1. An office shall be declared vacant if an officer is absent three (3) consecutive meetings, unless previously excused by the presiding officer.

 

President

  1. GENERAL

The president shall:

    1. Preside at all meetings.
    2. Make appointments to positions and committees, with approval of the executive board, for a term of one (1) year.
    3. Be an ex-officio member of all committees except the nominating committee.
    4. Co-sign all binding agreements.
    5. Disseminate and communicate all information received pertinent to PTO programs.
    6. Perform all duties pertaining to the office such as specified in these uniform bylaws and the standing rules.
    7. Send to the Evergreen Elementary Principal the names and addresses of the newly elected officers no later than May 1.

 

Vice President

  1. GENERAL

The Vice President shall:

    1. Perform the duties of the president in the absence or inability of that officer to serve, and shall assist the president when called upon. In case of a vacancy in the office of president, the vice president shall temporarily assume the duties until the vacancy is filled.

 

Secretary

GENERAL

The Secretary shall:

    1. Record the minutes of each meeting and make the minutes available for viewing by the general membership in a manner approved by the executive board.
    2. Notify the president of any unfinished business.
    3. Be responsible for correspondence as designated by the president.
    4. Perform such other duties as provided for in the standing rules.

 

Treasurer and Co-Treasurer shall:

  1. GENERAL

The treasurer and co-treasurer shall:

    1. Serve as chairman of the budget committee, present the budget to the membership, keep accurate records at all times, receive, issue receipts and deposit promptly in an authorized account all monies and disburse the same according to the approved yearly budget.
    2. Present a written financial statement at each regular meeting and such other times as required by the president, provide all financial records if requested by the president or board of directors’ members and close the books prior to June 30.
    3. Two signatures of officers of the executive board are required to sign on the bank account for all checks written in the amount of $200.00 or more and at least one of the signatures shall be the treasurer or the co-treasurer.
    4. Perform other such duties as may be provided for in the bylaws.

 

Article VIII.

Board of Directors

 

The executive board shall consist of the elected officers. A majority shall constitute a quorum.

The Board shall:

  1. Review the budget prior to its submittal to the general membership.
  2. Transact necessary business between meetings of the membership and other such business between meetings of the membership and other such business as may be referred to it by the membership.
  3. Present recommendations to the general membership meetings for action.
  4. Special meetings may be called by the president or a majority of the board.
  5. Seek qualified applications for appointment to the position of Site/Rep Council, Learning Improvement Council, Sexual Education Council, District Learning Team, or any other council or board that the PTO elects to participate in, for a term of one (1) year.
    1. In the event that there are two or more qualified applicants for any such position, the board shall:
      1. Request that each applicant submit a letter to the board summarizing their qualifications and interest in serving.
      2.     ii)Make available to the general membership for review the letter from each applicant at least thirty (30) days prior to election of the representative.
      3. Submit the applicants to the membership for election. A simple majority of all votes is necessary to elect.
  1. Refer recommendations to the representative of each council or board for action.

 

Article IX.

General Membership Meetings

  1. There shall be regular monthly meetings of the general membership to be help on the second Monday of each month, or as otherwise agreed upon by the board, to conduct business, adopt the budget and nominate officers. Special meetings may be called by the president or a majority of the board with a minimum of 10 calendar days’ notice to the members stating the business to be conducted.
  2. General membership meetings may be open to all members as defined in Article IV, (a).

 

Article X.

Amendments to the Bylaws

 

Bylaws may be amended by a two-thirds vote (2/3) at general meetings. A copy of the proposed amendments shall be sent to each member of the executive board at least thirty (30) days prior to the general meeting.

 

Article XI.

Dissolution of the Evergreen Elementary PTO

Section 1

Upon consideration of dissolution by the executive board of the PTO, notice shall be given in writing to the general membership. A general meeting of the membership must be held with thirty (30) days prior notice, at which a quorum of fifteen (15) members of the membership must be present to vote.

 

Section 2

In the event of the dissolution of a PTO, the assets of the organization shall be distributed for one or more of the exempt purposes specified in Section 501 (c)(3) or (4) of the 1986 Internal Revenue Code as from time to time amended, and as approved by a vote of the general membership.

 

Section 3

Upon dissolution of the organization, 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. Any such assets not disposed of shall be disposed of by a court of competent jurisdiction in the county in which the principal office of the organization is then located, exclusively for

such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.

 

Article XII.

Parliamentary Authority

The current edition of “Robert’s Rules of Order Newly Revised” shall govern the association in all cases in which they are applicable and in which they are not in conflict with these bylaws or the Washington Nonprofit Corporation Act.

 

Article XIII.

Articles of Organization

The bylaws of this organization shall be deemed to be part of its articles of organization.

 

Article XIV.

Conflict of Interest

 

Article 1 Purpose

 

Evergreen PTO is committed to operating within the highest ethical and legal standards in regard to Conflict of Interest. The organization serves the community as a whole, rather than any special interest group. It is our desire and intention and the purpose of this policy to avoid actions that present even the appearance of conflict of interest. The appearance of conflict of interest can jeopardize the credibility and effectiveness of the organization. The purpose of this Conflict of Interest Policy is also to protect the tax- exempt status of the organization when it is contemplating entering into a transaction or arrangement that might benefit the private interest of any party associated with the organization.

 

Article II Applicability

 

This policy is applicable to any Director, Principal Officer, Board member, or member of a committee with governing board delegated powers, as well as to employees, volunteers, and certain consultants.

 

Article III Definitions

 

  1. Conflict of Interest: A conflict of interest is defined as an actual or perceived interest by a director, principal officer, Board member, employee, volunteer, or certain consultants in an action that results in or has the appearance of resulting in personal, organizational, or professional gain for the individual.
  2. Interested Person: Any director, principal officer, Board member, employee, volunteer, or certain consultants who have a direct or indirect financial interest, as defined below, is an interested person.

 

  1.   Financial Interest: A person has a financial interest if the person has, directly or indirectly, through business, investment, or family:
    • An ownership or investment interest in any entity with which the organization has a transaction or arrangement.
    • A compensation arrangement with the organization or with any entity orindividual with which the organization has a transaction or arrangement, or
    • A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the organization is negotiating a transaction or arrangement.

 

  1. Compensation: Compensation includes direct and indirect remuneration, as well as gifts or favors that are not insubstantial.

 

Article IV Procedures

 

  1. Duties to Disclose: In connection with any actual or possible conflict of interest, an interested person must disclose the existence of any interest, which has or may reasonably have the appearance of resulting in personal, organizational, or professional gain for the individual. The mechanism for this shall be submission of a Potential Conflict of Interest Form to the appropriate party. If the reporter is an employee, volunteer, or consultant, the appropriate party is the Executive Director or designated person acting in the capacity of senior management. If the reporter is the Executive Director or a member of a senior management team, the appropriate party is the Board of Directors. If the reporter is a director, principal officer, or member of a committee with governing board delegated powers, the appropriate party is the Chairperson of the governing Board of Directors.

 

  1. Determining Whether a Conflict of Interest Exists: After disclosure of the financial interest and all material facts, and after any discussion with the interested person, the appropriate party shall make a determination as to whether a conflict of interest exists. If a determination is made that a conflict of interest exists, the procedure identified below shall be followed. If a determination is made that a conflict of interest does not exist, the appropriate party shall so designate on the Potential Conflict of Interest Form submitted to it.

 

  1. The chairperson of the governing Board of Directors shall, if appropriate appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.
  1. After exercising due diligence, the appropriate party shall determine whether the organization can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.

 

  1. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the appropriate party shall determine whether the transaction or arrangement is in the organization’s best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination, it shall make its decision as to whether to enter into the transaction or arrangement.

 

  1. Violations of the Conflicts of Interest Policy

 

If the Governing Board or management has reasonable cause to believe that an interested person has failed to disclose actual or possible conflicts of interest, it shall inform the person of this in writing immediately and afford this person the opportunity to explain the alleged failure to disclose. If after hearing the person’s response and after making further investigation if warranted by the circumstances, the appropriate party shall take appropriate disciplinary and corrective action.  For an employee, such action is outlined in the Personnel Policies of the organization.

 

 

Article V Records of Proceedings

 

The management and Governing Board of the organization shall keep a written record of any Potential Conflict of Interest Form submitted to it together with a record of action it took in response to the submission. The names of persons who were present for discussion and participated in action in regard to the submission and minutes of the meeting at which any relevant decision was made, shall be maintained by the organization.

 

Article VI Compensation

 

Any interested person who receives compensation, directly or indirectly, from the organization for services is precluded from voting on matters pertaining to that member’s compensation.

 

Article VII Annual Statements

 

Each director, principal officer, board member, or member of a committee with governing board delegated powers, as well as to employees, volunteers, and certain consultants, shall annually sign a statement which affirms that such person:

  1. Has received a copy of the Conflict of Interest Policy,
  1. Has read and understands the Policy,
  1. Has agreed to comply with the Policy,
  2. Understands the organization is charitable and in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of the tax-exempt purposes.

 

Article VIII Periodic Reviews

 

To ensure the organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects:

    • Whether compensation arrangements and benefits are reasonable, based on competent survey information and the result of arm’s length bargaining.
    • Whether partnerships, joint ventures, and arrangements with management organizations conform to the organization’s written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes and do not result in impermissible private benefit, or in an excess benefit transaction.

 

 

Article IX

Use of Outside Experts

 

When conducting the periodic reviews as provided for in Article VIII, the organization may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the Governing Board or appropriate party of their responsibility for ensuring periodic reviews are conducted. Whenever feasible to do so, the organization shall have an audited financial statement produced by a qualified accounting professional, and the Board of Directors shall immediately address any Findings.

 

Article X Transparency

 

Transparency is of upmost importance to ensure that donors and supporters know that the non-profit is managed and working effectively to fulfill its mission. The non-profit shall make copies of current and past IRS Form 990 filings available to any person making a request on reasonable notice and shall charge no more than actual duplication costs, or shall make these available at no charge. The organization shall make records of Board of Directors decisions available for inspection except in cases when the Board meets in executive session or addresses personnel matters, or matters disclosure of which may adversely affect a person or the organization. Any illegal activity shall be immediately reported to the appropriate law enforcement agency and the non-profit organization shall support any investigation of alleged illegal activity providing information in a timely fashion.

Part IV Description of Activities

 

Our activities – past, present, and future – are to serve the Evergreen Elementary Community by promoting the welfare of children and youth in home, school and community; improving the ideals of cooperation in the education of children and youth; and to develop between educators and the general public such united efforts as will secure for all children and youth the highest advantages physically, mentally and socially.

 

Part VIII Your Specific Activities

 

4a.

 

Books & Bingo Raffle

Carnival – PTO sells tickets for the carnival games. Boxtops program

Family photo night – PTO sells sessions with a photographer. Rummage Sale

Pencil Machine – PTO sells pencils to students and faculty out of a vending machine in the office.

Apparel Sale – PTO sells school branded apparel. Yearbook – PTO sells yearbooks to students and faculty.

 

15.

 

Evergreen Elementary PTO has a close connection to Evergreen Elementary in the Mead School District.