By-Laws of the Organization

revised March 2025

ARTICLE I: CONSTITUTION, BY-LAWS AND STANDING RULES

Section 1: Constitution

The PSA shall be guided by the Constitution as approved in March, 2025.

Proposed changes to the Constitution shall be approved by two-thirds of the Executive Committee before presentation to the Board.

Any approved proposal shall be disseminated to the Board at least one month prior to the Board meeting at which it will be presented for vote. Three-fourths of the Board members must approve a Constitutional revision in order for it to be put before the general membership.

After Board approval, a proposed change to the Constitution, along with the original Constitution, must be disseminated to all members at least four weeks in advance of the general membership meeting at which such proposal will be read. Two-thirds majority of the members present may ratify a revision to the Constitution.

Section 2: By-laws and Standing Rules

The activities of the Board shall be governed by the By-Laws and Standing Rules of the PSA. The current By-Laws and Standing Rules shall be kept on file by the Recording Secretary.

The Board may establish and amend Standing Rules for the conduct of all PSAbusiness not specifically provided for in these By-Laws. At any regular meeting of the Board, Standing Rules may be established and amended by a majority of those present.

Section 3: Amendment to the By-Laws

Any proposed change must be disseminated to the membership four weeks prior to the general membership meeting at which discussion will occur. All members must be informed about how to obtain complete copies of the current and proposed By-Laws. Provided that such requirements have been met, By-Laws may be amended by a two thirds vote of the members present at the general membership meeting.

Section 4: By-Laws Review

Every three years the President shall form a committee to conduct a By-Laws review. Any proposed changes to the By-Laws shall be in accordance with procedures of Section 3.

Section 5: Parliamentary Authority

Robert's Rules of Order Revised shall be the parliamentary authority for all matters of procedure not specifically covered by the By-Laws, Standing Rules, or by special rules of procedure adopted by the Board.

ARTICLE II: EXECUTIVE COMMITTEE AND BOARD

Section 1: Executive Committee

The Executive Committee shall consist of the President, Vice-President, Secretary, Treasurer, and School Administrator, ex-officio. The immediate past President may also serve as an advisor to the Executive Committee with no voting authority.

The Executive Committee will prepare the agenda items for all Board and general membership meetings. In matters of urgency between regularly scheduled meetings, the Executive Committee may act on behalf of the PSA.

Section 2: The Board

The Board shall consist of the Executive Committee and chairpersons of all Standing Committees. Each Standing Committee shall have one vote. If necessary, one person may serve as chair of two different Standing Committees simultaneously. Also, if necessary, an officer of the Executive Committee may also hold a position as chair of a Standing Committee.

The Board shall have full responsibility for PSA business, including the approval of special committee reports, review of their reports, budget and other administrative details. The Board shall report its actions to the membership.

ARTICLE III: OFFICERS

Section 1: Duties of Officers

The officers of the PSA shall be a President, a Vice-President, a Secretary and a Treasurer.

A. The President shall preside at PSA general membership meetings, Board meetings and Executive Committee meetings; appoint the committee chairs, and perform such duties as are customarily incumbent upon this office. The President is an ex-officio member of all committees, except the Nominating Committee.

B. The Vice-President shall perform all the duties of the President in the absence of the President or at the President's request, and such duties as are assigned to this office. The Vice-President shall appoint a chairperson for the Nominating Committee, will assist in obtaining members for this committee and will act as an advisor to this committee.

C. The Secretary shall keep a record of all meetings and attendance of the PSA and the Board. Minutes of the prior meeting shall be read and approved at the following meeting. The Secretary shall maintain a copy of the Constitution, By-Laws and Standing Rules; shall keep the minutes of all general membership and Board meetings; shall hold a list of all members of the PSA; shall hold a list of all members of each committee; and shall discharge other duties such as are customarily incumbent upon this office. The Secretary shall inform the membership about all general membership, Board and special committee meetings, and conduct the correspondence of the PSA, including filing and maintaining all certification and organization memberships. This includes filing necessary forms to maintain tax-exempt status and elected affiliation with any county, state, or national organizations. The Secretary shall discharge other duties such as are customarily incumbent upon this office.

D. The Treasurer shall present a detailed financial statement at all Board and general membership meetings; shall keep an accurate account of receipts and disbursements and an accurately balanced and reconciled ledger in accordance with generally accepted accounting principles; and shall submit all records for audit on an annual basis. The position of the Treasurer shall be bonded. The Treasurer shall supervise the receipt of all monies paid to the PSA and shall pay bills only with the approval of the Executive Committee. All checks greater than $200 must be co-signed by the President or Vice-President. In the absence or disability of the Treasurer, checks may be signed by the President and Vice-President. The Treasurer shall discharge other duties such as are customarily incumbent upon this office.

E. The School Administrator, or designated representative, will be an ex-officio member of all PSA committees.

Section 2: Election of Officers

A slate of PSA candidates for the Executive Committee shall be prepared by the Nominating Committee and submitted to the Board and the general membership one general meeting prior to the election meeting.

At any general meeting after April 1, the nominated slate shall be presented for election by the members in attendance.

Nominations may be made from the floor with the prior consent of the nominee.

Candidates shall be elected by a simple majority vote of those present and voting. In the event that more than one candidate is nominated for any office, the election of that officer shall be by ballot and a plurality vote of those present and voting shall elect said officer.

The newly elected officers shall be installed at the final Board meeting of the school year.

Section 3: Vacancies and removals

A vacancy occurring in the office of President shall be filled for the unexpired term by the Vice President. Any other vacant office shall be filled for the unexpired term by appointment by the President with the approval of a majority of the Executive Committee.

By a vote of two-thirds of the Executive Committee members, the Executive Committee may remove from office or position of committee chair a person who is not fulfilling the responsibilities of the position.

ARTICLE IV: DUES

The Board has the authority to assess membership dues on an annual basis to all PSA members including families and school staff. Dues will be assessed on a per family basis rather than per student and school staff dues are assessed at a reduced rate.

ARTICLE V: MEETINGS

A minimum of four general membership meetings shall be held each school year. The Board shall meet each month of the school year. Seven days notice is the minimum required for Board and general membership meetings. The Executive Committee shall meet as needed.

Any member of the PSA may attend a Board meeting in a non-voting capacity. Any individual member of the PSA desiring to address the Board or general membership should notify the Executive Board seven days prior to the meeting to be included in the meeting's agenda.

ARTICLE VI: STANDING COMMITTEES

Standing Committees are those committees representing continuing activities of the PSA. The President shall appoint chairs of Standing Committees.

Section 1: Responsibilities of Standing Committees

A. Fundraising - The Fundraising Committee shall recommend to the Board an annual fundraising objective. Activities during the year shall be in support of that objective and may include special events, sales campaigns and corporate outreach, all of which require approval by the Board.

B. Membership - The Membership Committee will be in charge of producing the school directory as well as constructing and maintaining a phone chain for networking and emergency contacts.

C. Project Graduation - The Project Graduation Committee will be responsible for the Project Graduation celebration in collaboration with the other UCVTS parent associations and the annual Junior/Senior Breakfast in June. This committee will locate and reserve an appropriate site for

Project Graduation, provide for transportation, entertainment, refreshments and favors, solicit adequate chaperones for the event and conduct fundraising activities to support this event. This committee will also plan the Junior/Senior Breakfast, providing food, decorations and favors and a program.

D. Social - The Social Committee will be responsible for planning two events for parents and/or families to meet informally during the school year. The Social Committee shall plan a holiday luncheon for the faculty, staff and administration during the week before the winter recess and a teacher appreciation week breakfast during the first week of May. Committee members shall be responsible for ordering food, setting up and cleaning up, providing appropriate decorations and favors.

E. Nominating - The Nominating Committee shall be responsible for preparing a timely slate of candidates for the Executive Committee. The Nominating Committee shall consist of the Chairperson and two additional members, at least one of whom shall neither be an officer nor the chair of a standing committee. The Vice-President of the PSA serves the Committee as a non-voting advisor.

Section 2: Responsibilities of Chairs

Chairs of standing committees shall present their programs to the Board for approval before taking action. Chairs shall be allotted time on the agenda of each regularly scheduled Board meeting for a committee report.

Section 3: Membership of Standing Committees

Membership of Standing Committees shall be selected from the general membership of the PSA.

ARTICLE VII: SPECIAL COMMITTEES

Special Committees work on activities which are not necessarily continuing in the program of the PSA.

Section 1: Creation

Special Committees shall be created as needed and for a specified duration by the President and their chairs shall be appointed by the President. Current Special Committees shall be listed in the Standing Rules.

Section 2: Operations

Chairs of Special Committees shall present their programs to the Board for approval before taking action. Membership of Special Committees shall be selected from the general membership of the PSA.

ARTICLE VIII: LEGAL REQUIREMENTS

Section 1: Accountability

All written correspondence representing the PSA must be approved in advance by the President. In the President's absence, approval will be obtained from one of the members of the Executive Committee.

All commitments made in the name of the PSA shall be approved in advance by the Board.

Section 2: Prohibited Activities

No substantial part of the activities of the PSA shall be the carrying on of propaganda or otherwise attempting to influence legislation, and the PSA shall not participate in, or intervene in any political campaign on behalf of or in opposition to any candidate for public office.

Notwithstanding any other provision of these articles, the PSA shall not carry on any other activities not permitted to be carried on by a corporation/organization exempt from Federal income tax under section 501 (c) (3) of the Internal Revenue Code (or corresponding section of any future Federal tax code); or by a corporation/organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code (or corresponding section of any future Federal tax code.)

Section 3: Inurement of Benefits

No part of the net earnings of the PSA shall inure to the benefit of, or be distributed to its members, trustees, officers or other private persons, except that the PSA shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of section 501 (c) (3) purposes.

Section 4: Dissolution

Upon dissolution of this PSA, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future Federal tax code, or shall be distributed to the Federal government, or to a State or local government for a public purpose. Any such assets not disposed of shall be disposed of by a Court Of Competent Jurisdiction of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organization, as said Court shall determine, which are organized and operated exclusively for such purposes.