Bylaws of the

Montclair Elementary School

PARENT-TEACHER COOPERATIVE ORGANIZATION (PTCO)

Article I: Establishment

The Montclair Elementary School Parent-Teacher Cooperative Organization is hereby established as the official parent-teacher organization of the Montclair Elementary School retro active to the 5th day of August, 1991.

Article II: Articles of Organization

The Montclair Elementary School Parent-Teacher Cooperative Organization, hereafter referred to as the Organization or PTCO, is an unincorporated association of its members, organized under the authority of the laws of the Commonwealth of Virginia for a volunteer, nonprofit organization. Its “Articles of Organization” comprise these bylaws as from time to time amended.

Article III: Objectives

Section 1. The Objectives of the Organization are:

a. To promote the welfare of children in the home, school, and community.

b. To assist in securing adequate laws for the care and protection of children.

c. To bring the home and the school into closer relationship and provide a mechanism for communication so that parents, teachers, and the school administration may cooperate intelligently in the education process.

Section 2. The objectives of the Organization are to be accomplished through conferences, committees, projects, and the general public and are governed and qualified by the basic policies set forth in Article IV.

ARTICLE IV: Basic Policies

Section 1. The following are basic policies of the Organization:

a. The Organization shall be noncommercial, nonsectarian, and nonpartisan.

b. The name of the Organization or the names of any member in their official capacities shall not be used in any connection with a commercial concern or with any partisan interest or for any purpose not appropriately related to promotion of the objectives of the Organization.

c. The Organization’s primary efforts shall be to work with the school administration and county school board to provide quality education for all children and youth, and shall seek to participate in the decision-making process which establishes school policy.

d. The Organization shall support the improvements of education in ways that do not interfere with the administration or policies of Montclair Elementary School, hereafter referred to as the “School.”

e. The Organization may cooperate and make commitments with other organizations and agencies concerned with child welfare, but individuals representing the Organization in such matters shall make no commitments that bind the Organization without prior approval of the PTCO or Executive Board.

f. In the event of dissolution of the Organization, its assets shall be distributed for one or more of the exempt purposes specified in the Internal Revenue Codes of the United States of America and the Commonwealth of Virginia, as from time to time amended.

ARTICLE V: Membership, Voting Rights and Dues

Section 1: Any administrator, faculty member, staff member of the school, or any parent or guardian of a child attending the school, or the parent or guardian of a child who will be enrolled in the school within the twelve months following application for membership, is eligible for a family membership to the Organization.

Section 2: Membership in the Organization shall be made available to any eligible individual or family who subscribes to the objectives and basic policies of the Organization, without regard to race, color, creed, or national origin, under such rules and regulations not in conflict with the provisions of these bylaws which may be established.

Section 3: Only members of the Organization shall be eligible to serve in any of its elective or appointed positions.

Section 4: Every individual who is a member of the Organization is entitled to all benefits of such membership.

Section 5: The Organization shall conduct an annual enrollment of members during the first month of the school year; however, persons may be admitted to membership at any time. All membership received prior to June 30 shall expire the following August 31.

Section 6: Members shall pay annual dues as specified in the budget of the Organization.

Section 7: At the first scheduled meeting of the newly formed Executive Board, which shall be held prior to the final Organization meeting of the school year (June), the Board will develop a proposed amount for membership dues. This amount will be proposed at the last scheduled Organization meeting of the school year (June) and must be approved by a majority of the members present at such meeting.

Section 8: A family membership consists of one or more adult and their children. Each family membership shall be eligible to cast one vote and the voting member must be an adult. The adult voting member will hereafter be referred to as the voting member. All adult members will hereafter be referred to as the members.

Section 9: Any family with an extenuating family circumstance, which may require a modification to the voting rights described above, may bring their concerns to the Executive Board which may then grant the family a waiver and allow more than one adult to be a voting member. The Executive Board will decide such matters on a case-by-case basis.

ARTICLE VI: Officers and Their Election

Section 1: Each officer of the organization shall be a member of the organization with only one family member being eligible for office.

Section 2: Officers

The elected officers of the Organization shall be:

1 . President

2 . Vice-President

3 . Recording Secretary

4 . Corresponding Secretary

5 . Treasurer

A person shall not be eligible to serve more than two consecutive terms in the same office.
The elected officers of the Organization make up the Executive Board.

Section 3: Nominations

A Nominating Committee, consisting of at least three members in good standing, shall be appointed by the Executive Board at least two months prior to the election.
The Nominating Committee shall nominate one or more members in good standing for each of the (5) Executive Board offices. Only those persons who have signified their consent to serve shall be nominated. The Nominating Committee shall report their slate of candidates to the membership at the April meeting of the Organization. Additional nominations may then be made from the floor. Once nominations are closed, each member nominated will be given an opportunity to speak in order to provide information about him or herself to the membership.
Within one week following the April meeting, the Nominating Committee will ask each member nominated for a written, one-paragraph biography, which will be distributed to the membership prior to, or along with, the election ballots.

If a member of the Nominating Committee is nominated for any office, and chooses to accept the nomination, the member must immediately resign from the Nominating Committee. The Executive Board may or may not decide to appoint a member to fill the vacancy.
Officers shall be elected annually by a ballot to be sent home following the April meeting. The ballot shall contain an arbitrary number assigned to each voting member in good standing.
Only voting members in good standing may vote for officers. The Nominating Committee shall be responsible to ascertain the credentials for those voting.
Elections shall be determined by a majority of the votes as defined in Article V, Section 8.
If there are two or more nominees for the same office and none receive a majority of votes on the first ballot, the two candidates receiving the greatest number of votes shall participate in an immediate runoff election. However, if there is but one nominee for any office, election for that office may be made by a show of membership cards or secret ballot at the April meeting.
The Nominating Committee shall conduct the election.
The elected officers shall assume their official duties as the close of June transitional Executive Board Meeting and shall serve for a term of one year or until their successors take office.

Section 4. Vacancies

a. A vacancy occurring in any office, except that of President, shall be made known to the general membership as soon as possible and shall be filled for its unexpired term by a member in good standing elected by a majority vote of the remaining members of the Executive Board. Notice of such election shall be given to the membership as soon as possible. In case a vacancy occurs in the office of the President, the order of succession shall be: Vice-President, Corresponding Secretary, Recording Secretary, and Treasurer. The unexpired term of the officer assuming the Presidency shall be filled by the aforementioned procedure.

b. Should all elective offices become vacant at the same time, a special election shall be held. If these vacancies are the result of actions specified in Article XVI, Section 2, a temporary special committee shall act as a Nominating Committee and conduct the election in accordance with Article VI, Section 3 with its Chairperson acting as presiding office. If these vacancies are caused by resignation, the Executive Board, prior to the effective date of the elected officers= resignation, shall appoint a Nominating Committee and an election of officers shall be conducted in accordance with these by-laws.

Section 5. If a new candidate cannot be found by the Nominating Committee, or if an unusual set of circumstances so warrants, a motion can be submitted by the Nominating Committee to waive the two consecutive terms restriction of candidate eligibility. A majority of votes cast by voting members (by show of membership cards) during an Organization meeting shall determine approval or disapproval to place the candidate on the ballot for election to an additional term.

ARTICLE VII: Duties and Responsibilities of Officers

Section 1. The President shall:

a. Conduct all meetings of the Organization, including the Executive Board meetings.

b. Perform other duties as may be prescribed by these bylaws or assigned by the Executive Board.

c. Be a member ex-officio of all committees except the Nominating Committee.

d. Coordinate the work of the officers and committees in order to pursue the objectives of the Organization.

e. Along with the Executive Board will create or dissolve standing and special committees as deemed necessary.

f. Along with the Executive Board shall appoint an Auditing Committee of three members prior to the end of the fiscal year.

g. Be accountable at all times to the Organization.

Section 2. The Vice President shall:

Act as an aid and advisor to the President.
Perform the duties of the President in the absence or inability of that officer to serve or the vacancy of that position.
Oversee all fund-raising Chairpersons and activities.
Represent the President as requested.
Oversee the Chairpersons of standing and special committees as designated by the President.
Along with the Executive Board, appoint an Auditing Committee of three members prior to the end of the fiscal year.
Perform any other duties as assigned by the President or as may be prescribed by these bylaws or assigned by the Executive Board or Committee.

Section 3. The Recording Secretary shall:

Record the minutes of all meetings of the Organization, including the Executive Board meetings.
Create a written agenda of all Organization meetings and make available to all members of the Organization, along with notice of upcoming Organization meetings, at least three (3) days prior to the meeting.
Be responsible for all correspondence within the Executive Board.
Have a copy of the by-laws on hand at all meetings of the Organization and the Executive Board.
Maintain current membership cards, which will be distributed by the Parliamentarian, as defined in Article VII, to voting members at the beginning of each meeting of the Organization, and collected at the conclusion of the meeting. Voting members will use these cards when a vote is taken by a show of hands.
Perform such duties as may be prescribed by these bylaws or assigned by the Executive Board or Committee.

Section 4. The Corresponding Secretary shall:

Prepare all PTCO correspondence and maintain appropriate files.
Chair the Membership Committee; develop and distribute a monthly PTCO newsletter; maintain and update the PTCO bulletin board; and provide all relevant correspondence to the Publicity Chair in a timely manner.
Be responsible for all correspondence between the Executive Board and the Membership and maintain appropriate files.
Maintain a current membership database and make such list available at all meetings.
Maintain a current membership database of all standing and special committees and make such list available at all meetings.
Perform such duties as may be prescribed by these bylaws or assigned by the Executive Board or Committee.

Section 5. The Treasurer shall:

Have custody of all PTCO funds.
Shall control all operating funds in accordance with Article XII.
Record a full and accurate account of receipts and expenditures and other financial accounts and records of the Organization.
Make disbursement in accordance with the approved budget or other authorization in accordance with Article XII.
Present a written financial statement at all meetings of the Organization and at other times as requested by the Executive Board.
Make a full annual financial report at the final meeting of the Organization for each school year and ensure that copies are made available to all PTCO members.
Following approval by the Executive Board, make available to all PTCO members a copy of the approved adopted annual budget.
Be the chair of the Budget Committee.
Be responsible for all funds belonging to the Organization, keeping accurate account of receipts and expenditures and other financial accounts and records of the Organization.
Ensure that funds collected for specific projects must be documented separately in the PTCO ledger.
Make disbursements in accordance with the approved budget or other authorization in accordance with Article XII, Section 1.
Present a written financial statement at all meetings of the Organization and at other times as requested by the Executive Board.
Make a full financial annual report at the final meeting of the Organization for each school year and ensure that copies are made available to all members at their request.
Following approval by the membership, make available to all members a copy of the adopted annual budget.
Submit the books annually or upon change of Treasurer for review or audit by the Auditing Committee whom, when satisfied that the books are correct, shall sign a statement indicating this fact and file this report with the Treasurer’s books.
Prepare and file such forms as required by the Internal Revenue Service or other tax agencies.
Be responsible for procuring the annual bonding and general liability insurance.
Perform such duties as may be prescribed by these bylaws or assigned by the Executive Board or Committee.

Section 6. All Officers shall:

Perform their duties within the bounds prescribed by the Organizations policies and in such a manner as to achieve the objectives of the Organization.
Carry out other duties and responsibilities prescribed in Roberts’ Rules of Order (Revised) unless modified in Article VII, Section 6 (a).
Perform other duties as assigned by the Organization, the Executive Board or prescribed elsewhere in these by-laws.
Attend all meetings of the Executive Board and the Organization.
Have the authority to be one of the two required signatures on checks and /or vouchers.
Upon the expiration of the term of office or in the event of resignation, all officers shall deliver to their successors all official material no later than the Transitional Executive Board Meeting except for the Treasurer who shall comply with Article XII, section 1(k).

ARTICLE VIII: Executive Board

Section 1. The Executive Board shall consist of the Officers of the Organization, the Parliamentarian, Chairpersons of the standing and special committees, as defined in Article XIV, the administration of the school, and at least one faculty representative appointed by the principal.

Section 2. Each elected position (the Officers) on the Executive Board shall have one vote. In the case of co-Officers, one vote is allowed between them.

Section 3. The duties of the Executive Board shall be:

To transact necessary business in the intervals between Organization meetings and such other business as may be referred to it by the Organization.
Appoint chairs of all the standing and special committees
To create and support or dissolve standing and special committees.
To approve the work plans of the standing and special committees prior to presentation to the Organization as a whole.
Be responsible for ensuring that all activities of the Organization are covered by insurance.
To appoint an historian and parliamentarian.
To present a report at the regular meeting of the Organization.
To assist the President and Vice-President in the selection of an Auditing Committee to audit the Treasurer’s accounts.
To approve expenditures of funds within the limits of the budget according to Article XII, section 1.
To prepare a budget for the forthcoming year in conjunction and in cooperation with the newly elected Executive Board, said budget to be submitted to the Organization for adoption at the first meeting of the Executive Board. (OR “To submit an annual budget for the upcoming fiscal school year for approval by the Organization as proposed by the Budget Committee provided in Article XIV, section 4(b). The budget will be proposed at the last Organization meeting of the school year and must be approved by a majority of the voting members present at such meeting.”)

Section 4. Regular meetings of the Executive Board shall be held during the school year, the time to be fixed by the Board at its first meeting of the year. A majority of the Executive Board members shall constitute a quorum. Special meetings of the Executive Board may be called by the President or a majority of the members of the Executive Board.

ARTICLE IX: Parliamentary Authority

Section 1. The Parliamentarian shall:

Be appointed in accordance with Article X, Section 2 (f).
Be a member in good standing appointed by the Executive Board.
Attend all Executive Board and Organization meetings.
Ensure that all meetings of the Organization and the Executive Board are conducted according to Roberts’ Rules of Order (Revised) as modified by these by-laws or by vote of the membership of the Executive Board for their respective meetings.
Distribute membership cards to voting members at the beginning of each meeting of the Organization and collect them at the conclusion of the meeting.
Advise the presiding officer of the appropriate conduct of a meeting. In this regard will have a copy of the by-laws at each meeting.
Ensure all procedures of the bylaws are followed and notify the Executive Board of any infractions.
Ascertain what constitutes a quorum and inform the President or presiding officer if a quorum is present at all meetings.

ARTICLE X: Historian

Section 1. The Historian shall:

Be a member in good standing appointed by the Executive Board.
Record all significant events pertaining to the school and the Organization.
Make records available for appropriate use as determined by the Organization or the Executive Board.

ARTICLE XI: Fiscal Year

Section 1. The fiscal year of the Organization shall begin June 1^st and end May 31^st.

ARTICLE XII: Funds

Section 1. The Organization’s operating funds will be obtained from monies collected from membership dues and other fund-raising activities. The following controls will prevail:

An annual budget and the proposed fund-raisers for the forthcoming school year will be adopted at the first scheduled meeting of the newly formed Executive Board.
The Treasurer may make payment, with the required signatures, of budgeted expenditures without further approval. Reimbursement requests need to be submitted within 45 days of the purchase or the request will be denied.
Commitment of funds for non-budgeted expenditures not to exceed $100.00 requires approval by majority vote of the quorum of the Executive Board.
Commitment of funds in excess of $100.00 for items not previously budgeted requires approval by majority vote at the Organization meeting.
Ensure that funds collected for specific projects are documented separately in the PTCO ledger.
Fund raising efforts must comply with the current Prince William County School Board Policy and Regulations.
All fund raising activities shall be supervised and carried out by the membership.
The organization checking account, and other accounts established, shall provide for multiple authorized signatures which may include the Treasurer, President, Vice-President, Corresponding Secretary and Recording Secretary.
The Treasurer is authorized to maintain a petty cash fund not to exceed $100.
The Executive Board shall retain $1000 in the organization checking account at the end of the school fiscal year to cover expenses of the incoming Executive Board prior to approval of the budget at the last Organization meeting of the school year.
The Treasurer’s accounts shall be examined by an auditor appointed by the Executive Board. The auditor shall not be a member of the Executive Board or related to a member of the Executive Board. The audit shall take place prior to the books being forwarded to the new Treasurer.
The Organization shall pay an annual premium to a PWC approved provider for liability insurance.

Section 2. No part of the net earnings of the Organization shall inure to the benefit of, or be distributed to its members, officers, or other private persons, except that the Organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distribution in furtherance of the purposes set forth in the purpose clause hereof. No substantial part of the activities shall be carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of, or in opposition to, any candidate for public office. Not withstanding any other provision of these articles, the Organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from Federal income tax under Section 501 8) (3) of the Internal Revenue Code (or corresponding section of any future tax code) or (b) by an organization, contributions to which are deductible under Section 170 8) (2) of the Internal Revenue Code (or corresponding section of any future tax code).

ARTICLE XIII: Meetings

Section 1. Meetings of the Organization shall be held as needed during the school year, the time to be fixed by the Executive Board at its first meeting of the year. The Executive Board may cancel or reschedule meetings when appropriate. A minimum of three (3) meetings will be held during the school year.

Section 2. Special meetings may be called by the President or a majority of the Executive Board, with prior notice having been given. Twenty-four (24) hour notice shall be given. Only voting members present will be entitled to vote.

Section 3. A majority of the Executive Board Members present shall constitute a quorum for the transaction of business at any Organization meeting.

Section 4. In all voting by the Organization (election, by-laws, amendments, etc.), a simple majority of ballots returned will decide the outcome.

Section 5. All votes by the Executive Board shall be by a show of hands with the vote being counted and recorded in the minutes. Voting will be decided by a simple majority vote.

Section 6. Roberts’ Rules of Order (Revised) shall govern at all meetings of the Organization unless in direct conflict with these by-laws.

Section 7. While all meetings of the Organization are open to the public, the privilege of introducing motions and debating shall be limited to members of the Organization. Voting shall be limited to voting members of the Organization as specified in Article V, Section 8.

Section 8. The transitional Executive Board Meeting will be held in the month of June. Outgoing Executive Board members will turn over all PTCO materials to their successors at this meeting.

ARTICLE XIV: Standing and Special Committees

Section 1. General

a. The Executive Board may create or dissolve such standing committees as it may deem necessary to promote the objectives and carry out the policies of the Organization. The term of each Chairperson shall be one fiscal year or until replaced in conjunction with installation of new officers.

b. Any Chairperson may hold only one position on the Executive Board at any one time excluding special committees.

c. The Chairperson of each standing committee or special committee shall present a brief written or oral work plan to the Executive Board for approval. No committee work shall be undertaken without the consent of the Executive Board.

d. The President shall be a member ex-officio of all standing committees except the Nominating Committee.

e. The Chairperson of each special committee shall present a committee update at each Organization meeting as requested by the Executive Board.

Section 2. The standing committees of the Organization shall consist of:

Nominating Committee. The Nominating Committee shall:

Consist of at least three members in good standing, one of which is a member of the Membership Committee.
Nominate persons to fill the positions of Parliamentarian and all Chairpersons positions each Spring.

Membership Committee. The Corresponding Secretary will be the Committee Chair. The Membership Committee shall:

Conduct an annual membership drive and pursue additional membership from new student enrollment.
Collect membership dues and present membership funds to the Treasurer in a timely and organized manner.
Assist the Nominating Committee in the conduct of elections.
Oversee production of the PTCO Directory, to be distributed to members of the PTCO by the end of the first nine week grading period.

Volunteers Committee. The Volunteers Committee shall:

Solicit volunteers from the membership as required to support the programs of the Organization and school administration.
Provide a list of volunteers to the appropriate committee.
Organize the volunteer workroom and coordinate and oversee the volunteer needs of the school such as, but not limited to, finding volunteers for the following: clinic and office, vision and hearing screening, school pictures, book fair, etc.

Publicity Committee. The publicity committee shall:

Maintain and update website.
Advertise and promote PTCO sponsored events as requested by the Executive Board.
Prepare press releases on organization activities and appropriate school news items for submission to the local media with the consent of the Executive Board.

Special Events Committee. Special Events Committee shall:

Plan activities and events throughout the school year that promote school spirit and enhance curriculum objectives of the school.
Recruit coordinators to develop and organize the events.

Hospitality Committee. Hospitality Committee shall:

Coordinate all food and drink for events and/or meetings of the Organization as requested by the Executive Board.
Coordinate staff appreciation projects.

Spirit Wear Committee. The Spirit Wear Committee shall:

Plan and organize the sale, distribution of spirit wear items and accessories.
Present funds to the treasurer in a timely and organized manner.

Section 3. Special Committees. Special committees shall facilitate the objectives of the Organization and shall be established by the Executive Board. Proposals to establish a special committee shall include:

The purpose of the proposed committee.
The proposed membership.
The proposed termination of the committee.
An outline of the duties and responsibilities of the proposed committee.

Section 4. The special committees of the Organization shall consist of:

Auditing Committee. The Auditing Committee shall:

Consist of three members in good standing appointed by the Executive Board, to audit the Treasurer’s accounts prior to the final meeting of the organization for that school year and indicate the accuracy of the Treasurer’s annual report by signing a statement to that effect appended to the annual report.

Budget Committee. The Treasurer shall be the committee chair. The Budget Committee shall:

Consist of the incoming and outgoing President, Vice-President, Corresponding Secretary, Recording Secretary, and Treasurer.
Solicit budget requests from all officers and committees and prepare a proposed budget for presentation to the Executive Board at the June Transitional Executive Board meeting before the last general Organization meeting of the school year.
Reconvene in January, and shall consist of President, Vice-President, Corresponding Secretary, Recording Secretary, Treasurer, and one teacher representative to propose changes to the Executive Board and Membership if needed.

Article XV Conflict of Interest Policy

Section 1. Purpose. The purpose of the conflict of interest policy is to protect this tax-exempt organization's (Organization) interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer of the Organization or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.

Section 2. Definitions

Interested Person - Any principal officer or member of a committee with governing board delegated powers, who has a direct or indirect financial interest, as defined below, is an interested person.
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 or individual 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. Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial. A financial interest is not necessarily a conflict of interest. A person who has a financial interest may have a conflict of interest only if the appropriate governing board or committee decides that a conflict of interest exists.

Section