ARTICLE I: PURPOSE AND AFFILIATION
SECTION 1: Mission Statement
The mission of the Wayne Elementary School Parent-Teacher Organization (“WES PTO” or “PTO”) is:
i. To create a sense of community between parents, teachers and students; and
ii. To support and enhance the educational experience of our children.
The Executive Board will develop and present at the first PTO Meeting of the school year specific goals for the upcoming school year.
SECTION 2: Affiliation
The PTO will cooperate with all groups and individuals to support its mission, but will not endorse, lend financial support to or in any way contract with, or become bound to such groups or individuals, unless
the approved in accordance with Article II, Section 4.
ARTICLE II: MEMBERSHIP AND MEETINGS
SECTION 1: Qualification for Membership
Any parent or guardian of children enrolled at Wayne Elementary School (“WES”), any member of WES school staff, the principal and any assistant principal of WES will be considered a Member of the PTO (“Member”).
SECTION 2: Meetings
Regular Meetings of the PTO (each a “PTO Meeting”) will take place at least five times per year at the time and place determined by the Executive Board and published in the PTO calendar. The President, a majority vote of the Board of Directors, or not less than ten percent (10%) of the Members may call a Special Meeting of the PTO at any time. The Board of Directors may cancel any meeting by a majority vote. PTO Meetings cancelled need not be rescheduled.
SECTION 3: Notice
At the beginning of each school year, the PTO calendar will be established. In the case of a Special Meeting, notice of the time and place of the Special Meeting and the general nature or business to be conducted will be made at least 5 days in advance of such Special Meeting.
SECTION 4: Voting
Each director serving on the Board of Directors (each a “Director”) will be entitled to one vote on all business of the PTO. Each Member of the PTO is entitled to one vote on the following matters:
i. Any use of PTO funds presented by the Appropriations Committee at any PTO Meeting;
ii. The slate of nominees for the Board of Directors and the Officers of the Board of Directors;
iii. Any amendment or revision to the Bylaws as set forth in Article VII; and
iv. Any other matter determined by the President, or by majority vote of the Executive Board, to be properly
voted upon by the Members of the PTO. If a Member believes that a matter to be voted on solely by the Board of Directors should be voted on by the Members, such Member may petition the President and the Executive Board to consider (by majority vote of the Executive Board) bringing the matter to a vote by the Members. Voting by proxy is prohibited. Voting should include questions or debate on the matter at hand in a timely manner. No Member or Director of the PTO who has a potential conflict of interest with a matter to be voted upon will be entitled to vote on such matter.
SECTION 5: Quorum
Those Members present in person, but not fewer than three Officers of the PTO present in person at a PTO Meeting will constitute a quorum for the transaction of business at such Meeting.
SECTION 6: Potential Conflict of Interest
No Member or Director will accept PTO funds for payment for any service rendered unless such payment has received prior approval at a PTO Meeting by a majority of those Members present and voting. This will not apply to the routine business of the PTO (i.e., reimbursements for supplies, etc.).
ARTICLE III: BOARD OF DIRECTORS
SECTION 1: Definition
Each Director of the PTO is encouraged to attend PTO Meetings. Directors will Co-Chair or Chair at least one PTO activity and/or program. The Board of Directors, in conjunction with PTO Members, will be responsible for all decisions regarding the activities, commitments and disbursements of funds of the PTO. The Board will consist of not less than 20 Directors. In addition to Directors of the Board elected according to Article III, Section 4 below, the immediate past President of the PTO will be an ex officio member of the Board of Directors for the purpose of providing guidance and counseling and to attend meetings the President may request. Unless a Member of the PTO, no ex officio Director of the Board will be eligible to vote regarding the business of the Board or the PTO. The Board will also consist of up to six at-large Directors to serve on the Board of Directors. Any Member interested in serving as an at-large Director of the Board must provide written notice of his or her interest in serving at least 5 days prior to any PTO Meeting. Members will vote on such petitions in accordance with Article III, Section 4. At-large Directors do not have to chair or co-chair a PTO activity or program.
SECTION 2: Term, Election and Vacancies
Directors of the Board will be elected as set forth in Article III, Section 4 to serve for a term commencing at the start of the fiscal year immediately following his or her election and ending at the close of that same fiscal year. The entire Board will stand for election each year. Directors may serve for multiple terms.
Vacancies in the Board will be filled by action taken by the remaining Directors. Such election
will be for the unexpired term.
The slate of nominees for Directors will be presented by the Nominating Committee as stated in Article V, Section 1 and will be presented at least one PTO Meeting prior to the PTO Meeting at which
the election vote set forth in Article III, Section 4 will occur.
SECTION 4: Election of Directors
Election of Directors from the slate proposed by the Nominating Committee will take place no later than the last PTO meeting of the school year and the results will be announced at that time. Additional nominations for and subsequent elections of Directors may also be presented to the PTO at its first PTO Meeting of the next school year, or at such other time as may be necessary.
Voting for Directors may be by voice vote, a show of hands, or secret ballot counted by the Chairperson of the Nominating Committee and/or one person appointed by the President, as may be determined
by the President.
SECTION 5: Resignations of Directors
All resignations from the Board of Directors will be in writing; mailed or delivered to the President.
SECTION 6: Removal of Directors
Any Director whose other activities or interests are contrary or in conflict with the purpose of the WES PTO, or who fails to take an active part in the affairs of the WES PTO, may, upon written notice to such Director and an opportunity to be heard, be removed as a Director upon approval of such action by at least two thirds (2/3) of the Directors present, acting at any meeting of the Board of Directors or PTO Meeting, provided that written notice of the proposed action is given at least five days in advance of the meeting.
SECTION 7: Acknowledgement of WES PTO Bylaws
Each year each new Board member and each newly elected Officer will have access to a copy of the WES PTO Bylaws. Each Director and officer acknowledges that he or she will abide by these Bylaws and any other resolutions properly passed by the PTO.
ARTICLE IV: OFFICERS
SECTION 1: Officers; Definition
The Officers of the PTO (collectively referred to as the Executive Board) will consist of a President, Vice President, Secretary, Treasurer and such other officers as the Board of Directors deems desirable, all of whom will be Directors of the Board for voting purposes. All Officers must have served on the Board of Directors for at least one year. The same person may not hold more than one office. All Officers will be elected for a period of one year commencing at the start of the fiscal year immediately following their election unless otherwise determined by the Board.
SECTION 2: Nominations; Elections
Officers will be elected no later than the last PTO Meeting of the school year. All Officers will be nominated by the Nominating Committee or from the floor at that same PTO Meeting. Voting for Officers will be by secret ballot, counted by the Chairperson of the Nominating Committee and one other person appointed by the President. If there is only one candidate for an office, the election will be by voice vote, or by a show of hands as determined by the President.
SECTION 3: Vacancies
If the office of President becomes vacant, a Vice President will become President and a new Vice President will be selected in such manner as the Board determines.
SECTION 4: President
The President will control and manage the property and affairs of the PTO, subject to the policies and direction of the PTO. The President will be bonded in such amount as the Board determines necessary. The PTO will pay for the cost of such bond, if not provided by the school or school district.
SECTION 5: Vice President
The Vice President will assist the President in the performance of his or her duties, and will perform the duties of the President in the event of his or her absence, incapacity or death, subject to the policies and direction of the Board of Directors. The Vice President will be bonded in such an amount as the Board will determine to be necessary. The PTO will pay the cost of such bond, if not provided by the school or school district.
SECTION 6: Secretary
The Secretary will keep the minutes of all PTO Meetings, will take attendance at all PTO Meetings, and will have charge and custody of tthe records of the PTO. The Secretary will also arrange for the PTO Bylaws to be available on the WES website. The Secretary will be bonded in such an amount as the Board will determine to be necessary. The PTO will pay for the cost of such bond, if not provided by the school or school district.
SECTION 7: Treasurer
The Treasurer will have charge and custody of all funds of the PTO, will maintain an accurate accounting system, and will present financial reports to the PTO and the Board at PTO Meetings and in such manner as the Board may from time to time determine. The Treasurer will prepare all books and records in such a manner necessary to facilitate an annual audit. The Treasurer will be bonded in such an amount as the Board will determine to be necessary. The PTO will pay for the cost of such bond, if not provided by the school or school district.
SECTION 8: Executive Board
The Executive Board will, unless expressly limited by resolution of the Board or the Members of the PTO, will have and exercise authority of the Board of Directors between meetings of the PTO. The Secretary of
the PTO will be the Secretary of the Executive Board.
ARTICLE V: COMMITTEES
SECTION 1: Nominating Committee
The Nominating Committee will consist of a Chairperson and such number of PTO Members as deemed necessary by the Chairperson of tthe Nominating Committee, recognizing that it is advisable that at
least 6 Members participate on the Nominating Committee. To the extent possible, the Nominating Committee will represent by geography and by grade the entire school population.
ii. Election of Directors
At the first PTO Meeting of the calendar year, notice will be given to all Members advising them of the upcoming elections of Directors and setting forth the rules relating to the manner of selection and voting. Any Director of the Board will have an opportunity to indicate to the Nominating Committee a willingness to continue to serve on the Board of Directors or resign his or her position. The Nominating Committee will prepare and deliver to the Board no later than the PTO Meeting prior to the final PTO Meeting of the school year a slate of persons who have indicated a willingness to serve on the Board of Directors. The nominees for the Board, to the extent possible, will represent by geography and by grade the entire school population. The PTO Members will vote on those names no later than the final PTO Meeting of the school year. The Nominating Committee will notify the new Board members of their election. Terms will commence at the start of the fiscal year immediately following the election.
iii. Election of Officers
At a PTO Meeting prior to the final PTO Meeting of the school year, the Nominating Committee will present to the PTO a slate of nominees to serve as Officers of the PTO. Each nominee must have served at least one term on the Board of Directors. Any eligible Director may submit his or her name to the Nominating Committee for consideration. The PTO Members will vote upon the slate at no later than the final PTO Meeting of the school year. The Nominating Committee will notify the new officers of their election and terms will commence in accordance with Article IV, Section 1.
SECTION 2: Appropriations Committee
The Appropriations Committee will consist of no less than two Directors of the Board. The Appropriations Committee will present for consideration at PTO Meetings proposals involving the expenditure of PTO funds for items unrelated to the normal and customary activities and programs conducted by the PTO. In developing its proposals, the Appropriations Committee may consult with Members of the PTO as the Chairperson of the Appropriations Committee deems necessary.
The Executive Board will allocate to the Appropriations Committee for its proposals a sum of money from its excess funds that the Executive Board determines is not necessary for the normal and customary activities of the PTO and is deemed fiscally responsible. All appropriations must be presented by the Appropriations Committee to the Members of the PTO at least one PTO Meeting prior to being voted upon.
SECTION 3: Other Committees
Any other committees may be created or disbanded by the President, subject to the approval of the Board. When applicable, all Chairpersons, or their designee, will report on the business of their respective committees at each regular PTO Meeting. Any expenditure of such committees outside of the normal and customary activities of such Committee must have prior approval of the PTO in accordance with Article II, Section 4. Normal and customary expenditures in excess of One Thousand Dollars ($1,000) must be approved in advance by the Executive Board.
SECTION 4 Term of Office; Removal
Each member of a committee will be a Member of the PTO and will serve on such committee until the end of the fiscal year during which the member served to complete their activities for the school year unless the activities of the committee are completed earlier, or as determined by the Executive Board. Any committee member who is not a Director may be removed by the Executive Board if a majority of the Officers of the Executive Board determine that such removal is in the best interests of the PTO. Directors may be removed in accordance with Article III, Section 6.
SECTION 5 Contract for Services
No Chairperson, Member or Director will enter into a contract on behalf of the PTO without prior approval of the Executive Board.
Roberts’s Rules of Order, Newly Revised will serve as reference on all matters of parliamentary procedure except those specifically governed by these Bylaws.
AMENDMENT OF BYLAWS
These Bylaws may be amended, revised, or repealed by the Members of the PTO at any Meeting of the PTO, provided that notice of the Meeting to consider the proposed amendment is provided as required by Article II, Section 3 hereof. These bylaws will be reviewed annually by the Executive Board and revised as necessary.
DISSOLUTION OF WES PTO
In the event of dissolution of the WES PTO, the board of directors shall, after paying and making provisions for the payment of all liabilities, distribute all the assets of the WES PTO over to an organization dedicated to charitable and/or educational purposes and which has been recognized as a 501(c)(3) organization by the Internal Revenue Service.
Revised April 3, 2017.
As of the date of this revision, the WES PTO fiscal year runs July 1- June 30.