By-Laws of the Shelby High School Alumni Association
(Adopted as Revised November 19, 2022)
Article I—Name
This organization is known as the Shelby High School Alumni Association.
Article II—Purpose
The Association’s purpose is to strengthen the academic and cultural environment of Shelby
High School and to foster a spirit of community and friendship among Association members.
Article III—Members
Section 1. Any person who attended, taught, coached, or was employed at Shelby High School
is automatically a member of the Association.
Section 2. Membership may be granted by a vote of the Association’s Board of Trustees to
deserving individuals who do not meet the above-mentioned criteria.
Article IV—Officers
Section 1. Association officers will be President, Vice President, Secretary and Treasurer.
Section 2. All officers will be members of the Board of Trustees.
Section 3. Nominations for officer positions and membership on the Board of Trustees will be
presented by the Board Nominating Committee at the Annual Organizational Meeting (Annual
Meeting). Nominations may be made from the floor during the Board of Trustee’s Annual
Meeting, provided the consent of the nominee has been obtained before the meeting. A majority
of those voting will elect.
Section 4. Officers elected at the Board of Trustee’s Annual Meeting will serve a term of two
years. To provide continuity of leadership, the President and Vice President shall be elected in
odd-numbered years, and the Secretary and Treasurer shall be elected in even-numbered years.
There is no limit as to how many times an officer may be re-elected.
Section 5. Officers’ terms of office will begin at the close of the Annual Meeting at which they
are elected.
Section 6. Should a vacancy occur in the office of President, the Vice President will become
President. Vacancies in other offices will be temporarily filled by the Trustees until the next
Annual Meeting at which time the trustees present will fill the vacancy for the unexpired term.
Article V—Duties of Officers
Section 1. The President will preside at all Association Board of Trustees meetings and will
oversee Association affairs. The President will notify the Board of Trustees members of
meetings.
Section 2. In the President’s absence or inability to serve, the Vice President will perform the
duties of the President and will perform other duties for the Board as designated by the President.
Section 3. The Secretary will keep accurate records of all Association Board of Trustees
meetings. All books and records of the Secretary will be the property of the Association and will
be accessible at all reasonable times and places. The Secretary will be responsible for all official
correspondence and will assure maintenance of official records.
Section 4. The Treasurer will receive all Association monies and will make deposits to the credit
of the Shelby High School Alumni Association. The Treasurer will pay all Association bills and
must retain all vouchers and/or receipts. The Treasurer will keep accurate accounts of all
receipts and expenditures. The treasurer will follow the financial management and reporting
policies adopted by the Board of Trustees as contained in addendum to these bylaws.
Article VI—Board of Trustees
Section 1. The Board of Trustees will represent the interests of alumni and exercise general
governance of Association affairs, fix the hour and place of Board meetings and perform other
duties as specified in the by-laws or designated during Board meetings.
Section 2. The Board will include a minimum of 12 members and a maximum of 20 as approved
by the Board.
Section 3. The Board will consist of members who represent graduating classes from as broad a
range of years as practicable as well as Shelby High School staff. To the extent practicable, the
Board should include an equal number of members who live in Shelby and away from Shelby.
To the extent practicable, the Board should include at least one Shelby High School retired
teacher or administrator.
Section 4. The Board will hold an Annual Meeting for the purpose of electing trustees and
officers; receiving annual committee reports; and for addressing other matters that may be
brought before the Board at the Annual Meeting. With a majority of approval of the Board
members in attendance, candidates for Trustees may also be nominated and voted upon at any
regularly scheduled General Planning Meeting. Only trustees attending Board meetings in
person or virtually may vote on matters brought to a vote during such meetings. A majority of
Board members voting shall be required for the ratification of any matter coming before the
Board. If a matter comes before the Board where a timely meeting in person is
not feasible, the Board President may request a virtual or telephone vote to address the matter
brought before the Board.
Section 5. Once elected to the Board, Trustees may serve indefinitely until they resign or are no
longer able to attend meetings and fulfill Trustee duties. Trustees may be subject to removal
from the board if they have two consecutive unexcused absences from the Annual Meeting of the
Board of Trustees. Officers, following completion of their terms of office, may remain Board
members.
Article VII—Meetings
Section 1. An Annual Board of Trustees Organizational Meeting will be held each year as
determined by the Trustees.
Section 2. Other Board General Planning Meeting dates will be established by the Trustees as
well. The President can call for other meetings as deemed necessary.
Section 3. A quorum is required for passing matters brought to the Board for vote at a meeting.
The quorum will consist of the members attending in person or virtually. A measure voted upon
to pass will require a majority of Trustees in attendance.
In the case of virtual voting in the absence of a meeting, a majority of the Board membership
will be required for a measure to pass.
Section 4. Annual and General Planning Board Meetings will remain open to all Shelby Alumni
Association members.
Article VIII—Committees
Section 1. To help carry out the Association’s work, the Board will include four standing
committees. The President shall appoint, based on volunteers, committee members. Each
standing committee will meet at the call of its chairman who will be elected by the committee
membership. The chairman will report as necessary to the President and the full Board and
present a written summary of activities at each Annual Board of Trustees meeting. To the extent
practicable and for the convenience of committee members, committee meetings should be
scheduled for earlier on the same day as full Board meetings. Committees, however, may choose
to conduct their work virtually. An exception is the Audit Committee; they will conduct their
meetings in person and with the Treasurer available to be interviewed during their meetings.
Section 2. The Audit Committee will be responsible for reviewing annually the Association’s
finances and financial recordkeeping. It will inspect all Association accounts, invoices and
payments and report findings to the full Board and will operate according to processes outlined
in an addendum to these bylaws. The audit Committee will not include any Association officer.
Section 3. The Nominating Committee will be responsible for identifying potential Board
members and officers. They will contact potential Board members and officers before the Annual
Meeting to gauge candidates’ willingness and enthusiasm for taking on the responsibilities of
Board membership or duties of an officer’s position. The committee will present a slate of
officers and new trustees to the Board of Trustees at the Annual Meeting. The Nominating
Committee may include one Association officer.
Section 4. The Bill Wilkins Memorial Student Achievement Fund Committee will be
responsible for considering and recommending to the full Board means by which the Board
might increase contributions to the SHS Gift Fund. This will be a committee of the whole Board
and chaired by the President.
Section 5. The Board Governance Committee shall ensure that the Board By-Laws are kept
current and that Board business and actions shall occur according to those By-Laws . The
President of the Board shall automatically serve on this committee, appoint other member(s) and
ensure that Board business is conducted in compliance with the by-laws.
Section 6. All four committees will include two to four members. To the extent practicable,
each committee will include at least one member living in Shelby and one living away from
Shelby.
Section 7. The President shall have the ability to create ad hoc committees as deemed necessary
to carry out the business of the association.
Article IX—Dissolution
Section 1. This Association will exist in perpetuity. Its fiscal year will be January 1 through
December 31.
Section 2. Should it, however, become necessary to disband, the Association, Trustees shall take
the following steps and ensure its assets will be distributed exclusively as follows:
a) All Association debts will be paid.
b) Any property that has been loaned to the Association will be returned to its owner.
c) Any artifacts, historical documents or monies derived from the sale thereof will be given to
other organizations with similar purposes and that qualify under Section 501(c)(3) of the
Internal Revenue Code and its regulations as they now exist or may hereafter be amended.
d) Any money not spent will be put to a use to benefit the Shelby High School as determined
and voted upon by a majority of the Trustees.
e) No monies will incur to the officers or Trustees or any Association members as individuals as
specified in Section 501(c)(3) of the Internal Revenue Code or corresponding section of any
future tax code.
Section 3. Once the above steps have occurred, the Shelby High School Alumni Association will
be considered disbanded.
Article X—Parliamentary Authority
The board shall operate according to the rules contained in its By-Laws and in any
By-Laws addendums approved by the Board.
Article XI – Amendments
Section 1. These By-Laws may be amended at an Association meeting by the Board of Trustees
by a vote of two-thirds of Trustees present and voting, provided such amendments are presented
to the full Board at least (30) days before the meeting upon which they are to be voted.
Section 2. Ratified amendments will take effect immediately upon approval by the Board of
Trustees.