Article One (Name, Purpose)

Section 1: Name: The name of the organization shall be: ATHENS DRIVE BAND BOOSTER CLUB

Section 2: Purpose: The ATHENS DRIVE BAND BOOSTER CLUB is organized exclusively for educational purposes, more specifically:

To promote means and opportunities for the education of the public with respect to the study and culture of instrumental music and the enjoyment and wholesome utilization thereof.

To solicit, collect, and otherwise handle and dispose of funds in the promotion of the Athens Drive High School Band with the advice and counsel of the band director.

To assist the public within the Athens Drive High School attendance area in promoting and developing an outstanding music education program.

Article Two (Membership)

Section 1: Membership Requirement: Membership in the Club is open to those parents/guardians of active band members and alumni and their parents/guardians interested in advancing its purposes as stated in the Articles of Incorporation and who are willing to subscribe to the Bylaws.

Voting members shall be an active member in the ATHENS DRIVE BAND BOOSTER CLUB (henceforth also referred to as "the Club"). An active member is defined as a parent or guardian in the band program and whose student account has not been declared delinquent by the Executive Board. Each member shall be entitled to one vote on each matter submitted to a vote of the members. A member must be present to vote.

Members may resign at any time by notifying the current Co-Presidents. Members are expelled upon motion by the Co-President and verified by a majority of a quorum of the membership. Before such action is taken, the member concerned shall receive written notification at least two weeks prior to, and be granted an opportunity to be heard at, a regular meeting of the Club.

Membership in the Club may not be transferred.

Section 2: Meetings: Regular meetings: The Club membership shall meet once a month during the school year, unless otherwise provided by resolution of the Club or the Board of Directors. A quorum shall consist of those members present plus a minimum of two-thirds (2/3) of the Board Members. Annual Meeting: An annual meeting will take place in April for the purpose of electing officers and directors, receiving annual reports from officers and committee chairs as well as any other business that may arise. A quorum shall consist of those members present plus a minimum of two-thirds (2/3) of the Board Members. Special Meetings: The Co-Presidents may call special meetings. The purpose of the meeting shall be stated in the call. At least three (3) days notice shall be given.

Article Three (Board Of Directors)

Section 1: Management: The Board is responsible for the overall policy and direction of the Club. The board receives no compensation other than reimbursement for reasonable expenses incurred in the performance of their duties. All requests requiring the expenditures of funds in excess of one hundred dollars ($100.00) outside the approved budget must be submitted to the Board for review and approval prior to the expenditure.

Section 2: Board Decisions: The act of a majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors.

Section 3: Relationship to the School: The Club shall not interfere with the day-to-day operation of the school. The Club will involve the band director in key decisions of the Club, but he will not have a vote in Board matters of the Club.

Section 4: Board Meetings: Regular Meetings: The board shall meet at least monthly, at an agreed upon time and place. Annual meeting: Each April, at the annual meeting, officers for the upcoming school and fiscal year will be elected and begin a one (1) month transition to their new role which will take effect on the last day of the school year. Special Meetings: Special meetings of the Board of Directors may be called by the Co-Presidents or at the request of any three directors at an agreed upon time and place. Votes on urgent matters may be called by the Co-Presidents and tallied by email or phone, provided a majority responds within the specified timeframe.

Section 5: Board Elections: Election of new directors or election of current directors to a subsequent term will occur as the first item of business at the annual meeting of the corporation. Directors will be elected by a majority vote of the membership.

Section 6: Election and Terms of Office: Election: Sixty (60) days prior to the annual meeting, a Nominating Committee of three members shall be appointed by the Board. This Nominating Committee shall present the slate of officers to the Board and then the general membership thirty (30) days prior to the annual meeting. Terms: Each Board member shall serve a one (1) year term, but is eligible for re-election. Each term of office shall begin at the end of the school year. Each officer and director shall hold office until a successor is appointed or elected.

Section 7: Quorum: A majority of the members of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board.

Section 8: Resignation, Termination, Absences, & Vacancies: Resignation from the Board must be in writing and received by the Secretary. A Board member shall be dropped for excess absences from the Board if s/he has three (3) unexcused absences from Board meetings in a year. A board member may be removed for other reasons by a three-fourths (3/4) vote of the remaining directors. When a vacancy on the Board exists, the Secretary may receive nominations for new members from present Board members two (2) weeks in advance of a Board meeting. These nominations shall be sent out to the Board members with the regular Board meeting announcement, to be voted upon during the next Board meeting. These vacancies will be filled only to the end of the particular Board member’s term.

Section 9: Officers and Duties: There shall be seven (7) officer positions as follows: Co-Presidents, Co-Vice Presidents, Co-Treasurers, and Secretary. These positions are shared, e.g. co positions, in order to share responsibilities and more effectively transition leadership from one year to the next. In addition, there will be four (4) Member At Large positions.

The principal duties of the Co-Presidents are to preside over or arrange for other members of the Board to preside at each meeting of the Board of Directors, to have general supervision of the affairs of the Club and primary signature on all deeds, leases, and conveyances executed by the Club. One or both of the Co-Presidents will also preside over the monthly meeting of the Club membership.

The duties of the Co-Vice-Presidents are to preside at membership meetings in the absence of the Presidents. The Co-Vice Presidents will share responsibility with the Co-Presidents for ways and means activities, operations, communications, and membership.

The Co-Treasurers are responsible for all the financial transactions and reporting of the Club, the record keeping system that tracks each family’s band account, disbursements of the funds, and collection of "fair share" dues. The Co-Treasurers are also accountable for all cash, checks, and monetized transactions for the Club and are the official guardians of Club bank accounts. The Co-Treasurers will prepare the budget for the Club, help develop fundraising plans and make financial information available to Board members and the membership. The Co-Treasurers shall give a financial report at each Board meeting and meeting of the Club membership.

The Secretary is responsible for keeping records of all the Board actions, including the taking of minutes at all Board meetings and membership meetings, distributing copies of the minutes to each Board member and assuring that Club records are maintained.

Members At Large are voting Board members that are responsible for being the representatives of the general Club membership when it comes to matters before the Board. They are responsible for collecting opinions, ideas, issues, and concerns of the members and bringing them to the attention of the Board or one of the committee heads. Members At Large may head committees or major fundraising activities.

Article Four (Committees)

Section 1: Creation: Committees needed for the efficient operation of the Club may be designated and established by a resolution adopted by a majority of the Board of Directors. Chairperson(s) of each committee(s) shall be appointed by the Board of Directors.

Section 2: Term of Office: Each member of a committee shall continue as such until the next annual meeting of the directors and until a successor is appointed, unless the committee shall be terminated, or unless such member shall cease to qualify as a member thereof.

Section 3: Powers and Duties: The powers and duties of committees shall be determined by the Board of Directors.

Section 4: Committees established by the Board of Directors:

Ways & Means Committees – fundraising activities

• BBQ
• Belk Box Stand
• ChickFilA Calendars
• Convention Center
• Durham Bulls
• Ebay Sales
• Entertainment Books
• Food Coupons
• Fruit Sales
• RBC Center
• Scrip
• State Fair Parking
• State Games of NC
• Corporate Sponsorship
• Alumni Donations

Operations Committees

• Art & Design
• Chaperones
• Field Crew
• Guard Support
• Medical Support
• Practice Support
• Senior Recognition
• Transportation
• Uniforms

Communications & Membership Committees

• Email/PTSA rep
• Alumni
• Photo Directory
• Publicity
• Website
• Membership Management & Maintenance
• Freshman Mentoring Program
• Social

Finance Committees

• Audit & Tax Compliance
• Accounting Practices & Procedures
• Legal

Article Five (Contracts, Deposits, Checks and Funds)

Section 1: Contracts: The Board of Directors may authorize any officer or officers, agent or agents of the Club to enter into contract or execute and deliver any instrument in the name of and on behalf of the Club. The Club shall not incur any financial obligation in the name of Athens Drive High School or the Wake County Public School System. No representative of Wake County Public School System shall be authorized to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Club other than as provided for in this section.

Section 2: Checks, Drafts, or Orders: All checks, drafts, or orders shall be signed by one of the Co-Treasurers.

Section 3: Deposits: All funds of the Club shall be deposited in such banks, trust companies, or other depositories as the Board of Directors may select.

Section 4: Gifts: The Board of Directors may accept on behalf of the corporation any contributions or gift for any purpose of the Club.

Article Six (Books and Records)

The Club shall keep complete books and records of accounts and shall also keep minutes of the proceedings of its meetings of the Club membership and Board of Directors. Records will be archived for 7 years.

Article Seven ( General)

Section 1: Fiscal Year: The fiscal year of the Club shall begin on the first day of July and end on the last day of June.

Section 2: Audit: Each year the Board of Directors shall arrange for an audit by an Audit Committee to be appointed by the Co-Presidents to consist of not less than three (3) members of the Club, none of whom may be officers or Directors of the Club. The audit will be completed at the end of the fiscal year, by July 31. Results of the audit shall be made available to the members at the first general meeting following the audit.

Section 3: Amendments: The Bylaws of the Club may be amended at any regular or special meeting by majority vote of the Board of Directors. The Board of Directors or 10 percent (10%) or more of the active membership by signed written petition may initiate an amendment. Amendments shall be effective, if approved, on that date, or on the date specified in the amendment.

These bylaws were adopted by majority vote of the Board of Directors on June 2, 2005