By-Laws of the Shelby High School Alumni Association

(Adopted as Revised June 26th, 2021)

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.  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 requirea 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 Committee may include one Association officer.

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 y-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 – Amendents

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.


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