ARTICLE V. OFFICERS

The officers of this Board shall be the President, Secretary and Treasurer as required by West Virginia State Law. All officers must have the status of active members of the Board.

Section 1. President

The President shall preside at all meetings of the Board of Directors. The President shall have the following duties:

  1. They shall have general and active management of the business
  2. They shall have general superintendence and direction of all other officers of this corporation and see that their duties are properly performed
  3. They shall submit a report of the operations of the program for the fiscal year at their annual meetings, and from time to time, shall report to the Board all matters that may affect this program.
  4. They shall have the power and duties usually vested in the office of the President

Section 2. Secretary

The Secretary shall attend all meetings will act as a clerk thereof. The Secretary’s duties shall consist of:

  1. They shall record all votes and minutes of all proceedings in a book to be kept for that purpose. They in concert with the President shall make the arrangements for all meetings of the Board, including the annual meeting of the organization.
  2. Assisted by a staff member, they shall send notices of all meetings to the Directors and shall take reservations for the meetings.
  3. They shall perform all official correspondence for the President.

Section 3. Treasurer

The Treasures duties shall be:

  1. They shall submit for approval of all expenditures of funds raised, proposed capital expenditures (equipment and furniture) , to the Directors seated for the fiscal year.
  2. They shall present a complete and accurate report of the finances raised at each meeting, or at any other time upon request.
  3. They shall have the right of inspection of the funds resting with the The Joshua Generation Inc, including budgets and subsequent audit reports.
  4. It shall be the duty of the Treasurer to assist in direct audits of the funds of the program according to funding source guidelines and generally accepted accounting principles.
  5. They shall perform such other duties as may be prescribed by the President under whose supervision he/she shall be.

Section 4. Election of Officers

Those officers/directors nominated by the Board of Directors elected shall serve a term of one (1) year, commencing at the next meeting following the annual meeting.

Nominations can be brought to the floor of the meeting of the Board of Directors by any such Officer or Director.

Section 5. Removal of Officer

The Board of Directors with the concurrence of 3/4 of the members (excluding the Officer/Director in question) voting at the meeting may remove any officer of the Board of Directors and elect a successor for the unexpired term. No office/director of the Board of Directors shall be expelled without an opportunity to be heard and notice of such motion of expulsion shall be given to the member in writing twenty (20) days prior to the meeting at which motion shall be presented, setting forth the reasons of the Board for such expulsion.

Section 6. Vacancies

The Board of Directors shall also be responsible for nominating persons to fill vacancies which occur between annual meetings, for both officers & directors.  Nominations shall be sent in at least two (2) weeks prior to the next meeting at which the election will be held. The persons so elected shall hold membership or office for the unexpired term in respect of which such vacancy occurred.

Section 7. Officer Compensation

The corporation may pay reasonable compensation for services rendered by officers of ProAct Sports Intervention, private individuals, businesses, & organizations including those that are identified as a 501 (c) (3) defined by the Internal Revenue Code upon amendment of these bylaws & properly recorded with the West Virginia Secretary of State’s office, along with the Internal Revenue Service.  Upon creation of the corporation & adoption of these bylaws, officers will receive no compensation until proper passage of a subsequent amendment.

Section 8. 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:

  1. Whether compensation arrangements and benefits are reasonable, based on competent survey information, and the result of arm’s length bargaining.
  2. 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 inurement, impermissible private benefit or in an excess benefit transaction.

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