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Revision Date: April  17, 2006

 

BY-LAWS OF THE BAND PARENTS OF
WINSTON CHURCHILL HIGH SCHOOL, INC


ARTICLE I. Name

This organization will be known as the Band Parents of Winston Churchill High School, Inc., a Texas non-profit corporation.

ARTICLE II. Definitions

Band: The students actively enrolled for a regularly scheduled period at Winston Churchill High School in either Band or Color Guard. This shall include an eighth grade student or transfer student from another high school who is scheduled to be in band in the upcoming semester.

Board of Directors: All elected officers who shall transact the business of the Corporation in the intervals between regular meetings.

Budget: All planned expenditures of the Corporation for the fiscal year.

Called Meeting: A special meeting of the membership called by the Board of Directors, scheduled at least one week in advance and not in conflict with school calendar. Notice of meeting must be sent home with all Band students one week in advance. The Telephone Committee will call all members at least three days in advance.

Fiscal Year: July 1 through June 30.

Quorum: Fifteen members are required to conduct the Corporation's business at any meeting of the membership and five members of the Board of Directors are required to conduct the business of the Board.

Regularly Scheduled Meetings: Held monthly throughout the school year on the Winston Churchill High School campus in coordination with the school calendar.

ARTICLE III. Purpose and Objectives

1. To provide a service organization dedicated to the promotion and welfare of the band.

2. To promote the entire band program of Winston Churchill High School and to assist the band directors and school authorities in the development of an outstanding band program.

3. To seek, cultivate and obtain revenues to be used for developing and expanding the entire band program.

4. To give complete support to the band program and to avoid actions which would in any way interfere with school policies.

5. To create a wider interest in music study and band activities.

6. To assist in provision of facilities normally not available to the band program.

7. To assist in band functions when requested by any of the Band Directors.

8. To conduct its business exclusively as a charitable and educational corporation consistent with the provisions of Section 50 1 (c)(3) of the Internal Revenue Code of 1986 or corresponding provisions of future laws.

ARTICLE IV. Membership

Membership in the Corporation shall be defined as:

1. Voting Member. Any individual interested in the purpose and objectives of the corporation, who agrees to abide by the By-Laws and whose annual membership dues are paid current.

2. Honorary Voting Member: The Principal, the Assistant Principal who serves as Administrative Liaison of Winston Churchill High School, and the Band Directors.

3. Honorary Lifetime Voting Member: An individual whose service and/or commitment to the Corporation, the band program or the students has been recognized by a majority vote of the general membership.

ARTICLE V. Officers

The elected officers of the Corporation shall be the President, five Vice Presidents, a Secretary and a Treasurer.

1. Nominations:

     A. The Nominating Committee shall present the slate of proposed officers at the March membership meeting.

     B. Nominations shall be taken from the floor at the March and April membership meetings.

     C. All nominees must be members of the Corporation, a parent or guardian of a band student and agree to serve if elected. A nominee may be a parent of an eighth grade student or a transfer student from another high school who is scheduled to be in band in the upcoming semester.  If such student should subsequently fail to enroll in band, the nominee shall no longer be qualified to be elected as an officer, or, if elected, should no longer be an officer.

     D. Each office may be filled by an individual parent or by a team of two or more persons. Each office, whether filled by a team or individual, is entitled to only one vote at the Board of Directors' meetings. Should a team be unable to agree on a vote, they must abstain. Should one member of a team be absent, the vote shall be cast by the member present.

2. Election:

Officers shall be elected by a simple majority vote of the membership present at the regularly scheduled April meeting and shall hold that office for one year beginning July 1. The Board of Directors shall elect a member to fill a vacancy of an officer's position that occurs during the fiscal year.

3. Duties:

     A. President shall:

         (1) Preside at all meetings and enforce the provisions of the Corporation's By-Laws.

         (2) Appoint all standing committee chairs with the approval of the Board of Directors.

         (3) Appoint a Parliamentarian with the approval of the Board of Directors. When called upon, the Parliamentarian will advise on the proper application of the rules contained in Robert's Rules of Order, Newly Revised to govern the conduct of the Corporation meetings if not inconsistent with these By-Laws.

         (4) Countersign the annual financial report of the Corporation and Corporation checks for the authorized disbursement of funds.

         (5) Report the actions of the Board of Directors at membership meetings.

         (6) Serve as the Corporation's representatives on the Northeast Band Parents' Association.

         (7) Represent the Corporation as requested by school faculty or administrators.

         (8) Appoint an audit committee immediately upon assuming office to prepare an audit of the preceding year's records.

         (9) Call a joint meeting of the incoming and outgoing officers for the purpose of transferring Corporation records and responsibilities.

        (10) Serve as an ex-officio member of all committees (except the nominating committee).

     B. First Vice President (Concessions) shall:

         (1) Assume the duties of the President in the temporary absence of the President.

         (2) Appoint the concession Stand Managers with the approval of the Board of Directors.

         (3) Supervise all the concession operations for the Corporation in cooperation with the Northeast Band Parent Association. Countersign all checks in the absence of the President or Treasurer.

     C. Second Vice President (Corporate Fund Raising) shall:

         (1) Assume the duties of the President in the temporary absence of the President and First Vice President.

         (2) Appoint a Corporation Fund Raising Committee with the consent of the Board of Directors and serve as chair.

         (3) Assume the responsibility of proposing Corporation fund raising activities for approval of the Board of Directors and the membership.

         (4) Conduct all Corporation fund raising activities and coordinate with the appropriate school administrator.

         (5) Supervise the collection of Corporation fund raising monies and deliver all monies to the Treasurer with complete accounting of monies.

         (6) Prepare and submit a report of the fund raising activities of the Corporation at the membership meeting.

     D. Third Vice President (Student Fund Raising) shall: 

         (1) Assume the duties of the President in the temporary absence of the President and the First and Second Vice Presidents.

         (2) Appoint a Student Fund Raising Committee with the consent of the Board of Directors, and serve as Chair.

         (3) Assume the responsibility of proposing all student fund raising activities for approval of the Board of Directors and the membership.

         (4) Conduct all student fund raising activities and coordinate these activities with the appropriate school administrator.

         (5) Supervise the collection of student fund raising monies and the recording of student fund raising, points in cooperation with the Treasurer.

         (6) Prepare and submit a report of the fund raising activities of the students at the membership meeting.

      E. Fourth Vice President (Chaperoning) shall:

         (1) Assume the duties of the President in the temporary absence of the President and other Vice Presidents.

         (2) Appoint a Chaperone Committee with the consent of the Board of Directors and serve as Chair.

         (3) Coordinate parent/guardian supervision for Band activities away from the Churchill High School campus.

         (4) Indoctrinate and supervise chaperones.

         (5) Keep an up-to-date record on each band member, signed by the appropriate parent or guardian, that grants permission for the band member to participate in off-campus activities, states any medical conditions about which chaperones should be aware, and gives permission to administer doctor-approved/prescribed, or parent-approved over-the-counter drugs, as appropriate.

         (6) Ensure that sundry supplies are available.

         (7) Ensure that drinks and/or food are provided for band members, band directors, crew members, and other chaperones, as necessary. Whether these items are provided for purchase by individuals or the Corporation will be determined by the Board of Directors.

     F. Fifth Vice President (Equipment) shall:

         (1) Assume the duties of the President in the temporary absence of the President and other Vice Presidents.

         (2) Appoint Crew Chiefs and assist in recruitment of crew volunteers.

         (3) Provide for props, flags, costumes and miscellaneous equipment and their repair for marching, concert and colorguard events.

         (4) Coordinate the handling of equipment and properties in preparation for and during all off campus trips in conjunction with the student Band Manager.

         (5) Schedule and coordinate truck(s) and drivers for Band trailers.

         (6) Repair and maintain all non-musical equipment and trailers including necessary licensing and inspections.

     G. Secretary shall:

         (1) Maintain and distribute at the membership meeting minutes of the membership and Board of Directors proceedings, prepare reports, and prepare the general correspondence of the Corporation.

         (2) Collect and file all committee reports presented at each meeting.

         (3) Maintain a current roster of all voting members.

         (4) Maintain list of standing rules of the Corporation.

         (5) Maintain list of all officers and committee chairs and notify officers and committee chairs of all regular and called meetings at least two days in advance.

     H. Treasurer shall:

         (1) Receive and retain custody of all Corporation funds, pay bona fide debts if within the purview of the annual budget or as approved by the Board of Directors, and maintain an accurate record of all receipts, disbursements, assets and liabilities.

         (2) Chair the Budget & Fiscal Committee.

         (3) Render financial reports when requested by the President and at all general meetings of the Corporation.

         (4) Prepare an annual financial report, executed by the outgoing President and Treasurer to be presented at the regularly scheduled September meeting of the Corporation's membership.

         (5) Provide records to be audited by July 31

         (6) Prepare the annual budget and submit it for approval of the members at the May meeting of the Corporation.

         (7) Prepare, maintain and file all pertinent reports necessary for the corporation to retain its tax-exempt status.

ARTICLE V. Dues

The periodic dues for Corporation membership shall be set by the Board of Directors.

ARTICLE VI. Exempt Status

No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay a reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article III above. No substantial part of the activities of the Corporation shall be carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these By-Laws, the Corporation shall not carry on any activities not permitted to be carried on (a) by a Texas non-profit corporation; (b) by a corporation exempt from Federal Income tax under Section 501 (c)(3) or the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law), or (c) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law).

ARTICLE VII. Dissolution of the Corporation

Upon dissolution of the Corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the Corporation, dispose of all of the assets of the Corporation exclusively for the purposes of the Corporation in such manner as the Board of Directors shall determine, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law). as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the State District Court of the county in which the Corporation is located, exclusively for such purposes. or to such organization or organizations as said Court shall determine which are organized and operated exclusively for such purpose.

ARTICLE VIII Standing Rules

The Board of Directors from time to time shall propose standing rules to be approved by a simple majority of the members present at a regularly scheduled meeting. Once approved, these rules shall be binding until such time as they are changed by like procedure. These Standing Rules shall be consistent with these By-Laws and where there is a contradiction, the By-Laws shall prevail.

ARTICLE IX. Standing Committees

1. Each Standing Committee shall consist of a Chair and the members the Chair appoints as needed to conduct the business of the Committee.

2. Each Chair shall be appointed by the President with the advice and consent of the Board of Directors.

3. Each Chair shall make a record of all activities of the Committee for the year which shall be made part of the permanent records of the Corporation.

4. The Standing Committees and their duties shall include:

     A. Greetings and Refreshments shall welcome all new members of the Corporation and provide refreshments at Corporate meetings as requested by the Board of Directors.

     B. Historian shall maintain a written or photographic and/or videotape record of events, awards and other accomplishments of the Band during the year.

     C. Membership shall actively seek membership of all potential members and provide the President and Secretary with updated copies of membership rosters.

     D. Newsletter shall provide a periodic newsletter to members and other interested parties with information about all meetings, activities, awards, and recognitions the Band may have received in the period since the last newsletter.

     E. Publicity shall provide information to the media as appropriate concerning meetings, activities, awards and recognitions of the Band, its members and of the Corporation.

     F. New Member Coordinator shall provide information to, and work with the parents of incoming band students.

     G. Directory shall prepare band membership lists, advertisements and miscellaneous other items into a complete student/band parent membership directory.

     H. Social shall plan and coordinate all activities of a social nature.

     I. Spirit items shall offer and promote Band paraphernalia (shirts, jackets, caps, etc.) for purchase.

     J. Telephone shall communicate information to membership necessary to conduct Corporation business.

     K. Annual Trip shall be the Board of Directors and appropriate student representation and will assist the Band Directors in planning the annual trip.

     L. Uniform shall distribute and maintain band uniforms.

     M. Awards shall coordinate with the Band Director to establish criteria and means of recognizing individuals for excellence in the band program and academic achievements.

5. The Band Director shall be an ex-officio member of all committees, including those chaired by the officers.

ARTICLE X. Special Committees.

The special committees shall be:

1. Audit. Three members of the Corporation appointed by the incoming President with the advice and consent of the Board of Directors. The Audit Committee shall ensure annually that the Corporation complies with all rules and regulations and files all required reports with any governmental agency necessary to comply with all applicable sections of the Internal Revenue code necessary to retain its tax exempt status described in Article VI, and shall audit the financial records of the Corporation and report the audit findings at a regularly scheduled corporation meeting. One of the three members shall have served on the Audit Committee the prior year.

2. By-Laws. This committee is established when the Board of Directors believes there is a need for By-Laws review, or when any member feels that there are needed changes. In the latter case, proposed amendments must be submitted in writing. signed by five members of the corporation. Presented at a regular membership meeting of the Corporation, and referred to the By-Laws Committee. The committee shall comprise five members of the corporation consisting of two members appointed by the Board of Directors and three members elected at a regularly scheduled membership meeting by a simple majority of the members present. Amendments to the By-Laws shall be by two-thirds vote of the members present at the regularly scheduled general meeting one month following a report of the By-Laws committee on the proposed changes.

3. Scholarship. The Band Director and four members of the Corporation shall award the Jim Souter Memorial Scholarship. Three members shall be elected at a regularly scheduled membership meeting by a simple majority of the members present and one member shall be appointed by the President of the Corporation to act as Chair. Members with children who are senior band students are excluded from serving on this committee.

4. Budget and Fiscal. The Board of Directors and the Band Directors will assist the Treasurer in preparation of the annual budget for submission to the membership for approval.

5. Nominating. Five members of the Corporation consisting of two members elected by the Board of Directors, two members elected at a regularly scheduled membership meeting by a simple majority of the members present and the Band Director.

Article XI. Indemnification of Directors and Officers, Volunteers, Employees or Agents

The Corporation shall indemnify any person who was, is or is threatened to be made a named defendant or respondent in a proceeding, whether civil, criminal, administrative, arbitrative, or investigative, including all appeals, because that person is or was a director, officer, volunteer, employee or agent of the Corporation. Indemnification shall be against all expenses, including, without limitation, attorney's fees, court costs, expert witness fees, judgments, decrees, fines, penalties and reasonable expenses actually incurred by the person in connection with the proceeding, except that if the person is found liable to the Corporation or is found liable on the basis that he or she improperly received personal benefit, indemnification shall be limited to reasonable expenses actually incurred by the person in connection with the proceeding, and shall not be made in respect of any proceeding in which the person shall have been found liable for willful or intentional misconduct in the performance of his or her duty to the Corporation. The indemnification provided in this By-Law shall also extend to good-faith expenditures incurred in anticipation of, or proportion for, threatened or proposed litigation. The Board of Directors may, in proper cases, extend the indemnification to cover the good-faith settlement of any such action, suit, or proceeding, whether formally instituted or not.
INDEX
ARTICLE I. Name
ARTICLE II. Definitions
ARTICLE III. Purpose-Objectives
ARTICLE IV. Membership
ARTICLE V. Officers
   Nominations
   Election
   President
   1st VP (Concessions)
   2nd VP (Corporate Fundraising)
   3rd VP (Student Fundraising)
   4th VP (Chaperoning)
   5th VP (Equipment)
   Secretary
   Treasurer
ARTICLE V. Dues
ARTICLE VI. Exempt Status
ARTICLE VII. Dissolution
ARTICLE VIII. Standing Rules
ARTICLE IX. Standing Committees
   Greetings/Refreshments
   Historian
   Membership
   Newsletter
   Publicity
   New Member Coordinator
   Directory
   Social
   Spirit Items
   Telephone
   Annual Trip
   Uniforms
   Awards
ARTICLE X. Special Committees
   Audit
   By-Laws
   Scholarship
   Budget/Fiscal
   Nominating
ARTICLE XI. Indemnification

 

STANDING RULES OF THE BAND PARENTS

STANDING RULES OF THE BAND PARENTS

OF WINSTON CHURCHILL HIGH SCHOOL, INC.

 

A non-profit Corporation operating under the rules of Section 501(c) (3) of the Internal Revenue Code of 1986 or corresponding provisions of future laws.

 

  1. All financial commitments made by the Band Director to any individual for the provision of services to, or on behalf of the Band, that are to be the obligation of this Corporation, shall be evidenced by a written agreement between the Corporation and the provider of services.  This agreement shall detail the terms and conditions of such agreement including but not limited to; the period covered by the agreement, the dollar amount of the agreement, the conditions for terminating the agreement, the obligation(s) of each party for the provision of withholding taxes and the payment schedule.  The agreement may also carry any other provisions necessary to comply with UIL rules, all applicable laws or regulations and any additional provision the Board of Directors feels prudent in the conducting of Corporation business.

 

  1. Any news release or statement on behalf of the Corporation shall be made only by its Publicity Chair or the President.

 

  1. Points are monies earned by students from the various fund raisers organized by the Third Vice President for student fund raising.  Point values for each fund raising event shall be recommended and approved by the Band Parent Board of Directors.  Point values shall be announced prior to each fund raising activity whenever practical.  Point balances are maintained and posted via a “Student Points Spreadsheet” that is posted publicly for parents and students to review.

 

  1. Points will be used for  student assessment fees and trip expense fees as defined as follows:

 

a)       Student Assessment Fee – Annual fee assessed each student in the Churchill High School Band and Colorguard program (Band Program) for general band operational expenses not associated with trips to competitions or events.  The Student assessment fee includes NEISD uniform fee, Churchill High School instrument fee, UIL Solo & Ensemble Competition Fee, Student Show Shirt fee, and other fees deemed necessary or appropriate by the Band Parents Board of Directors.

 

b)       Trip Expense Fee  – Transportation, food, lodging, and other expenses associated with getting the Band to the competition or event and any other expense deemed necessary or appropriate by the Band Parents Board of Directors.

 

c)       For ease and uniformity of points tracking and accounting, and due to the fact that certain aspects of the Band Program may be optional (game day meals) or do not occur on an annual basis (band polo shirt),  points cannot be used for the following expenditures: merchandise purchases (i.e. band shoes, polo shirts, spirit items, CDs/DVDs, student pictures, band directories, etc.), game day meals,  or tickets/bids for Band Parties, Senior Band Banquet, Fall Dinner, Meet the Charger Night, or any other fund raising event.

 

  1. Deadline Dates: Dates by which the student must have a stated number of points in Student Point Account  for a stated goal (usually band trip).  No student will be allowed to go on a trip unless all necessary Points are in Student Point Account by the final deadline.  Points are committed on deadline dates.  Deadline dates are determined by the Band Parents Board of Directors.

 

  1. Cash deposits: These are monies deposited directly into student point accounts to meet the requirements for an intermediate deadline or final deadline if student has not earned enough points through student fundraising.  Deposits are recorded as Points in the Student Account on a 1-for-1 basis; i.e. one dollar equals one Point. Cash deposits will be considered committed on deadline dates.

 

  1. Points may be accumulated by a student throughout membership in the Churchill Band program.  A student will keep unused points in Student Account from year to year.            

 

  1. Upon graduation or departure from the Band Program, Points in a Student Account transfer to the Band Parent’s  General Fund, with the following exceptions:

 

a)       A sibling of a graduating senior band or guard member may receive the graduate’s Points if the sibling enters the band program within the second year after the member graduates.  To initiate such a transfer, the sibling (entering band member) must submit a request in writing to the Vice Presidents for Student Fundraising.  Sibling balances will be transferred exclusively as points, not cash.  If a positive cash deposit balance exists in the account, refer to item #11 in these rules.  Transferred points are non-refundable.

 

b)       If a student departs from the band program but re-enters the program within two semesters of his departure, then Points will be restored to their Student Account.  If a student departs from the band program but re-enters the program more than two semesters after departure, then Points may be restored to Student Account only if a request is made in writing to the Vice Presidents for Student Fundraising and approved by the Band Parent membership at a regularly called meeting.  

 

  1. Points already committed for the trips/events in the current year shall be forfeited and shall not be carried forward to the following year except for the following reason:

a)       Student is ruled ineligible to participate in the annual trip by House Bill 72 or other UIL academic rules; or

 

b)       The student or immediate family is ill (supported by a doctor’s statement); or

 

c)       The trip or event is cancelled; or

 

d)       There is a death in the student’s immediate family.

 

POINTS COMMITTED TO “NON-REFUNDABLE” PORTIONS OF TRIP EXPENSES CANNOT BE REFUNDED FOR ANY REASON.

 

  1. Cash refunds from points earned through the various fund raising activities sponsored by the Band Parents is prohibited in order to be in compliance with provisions of Section 501(c) (3) of the Internal Revenue Code of 1986 or corresponding provisions of future laws.

 

  1.  Student points in excess of fees accumulate and carry over year to year.  This accumulation occurs since it is likely that throughout a school year a student will earn points through fund-raising to off-set cash deposits previously placed in the account.  In other words, a cash deposit put into the account in September, and committed for fall expenses, may be covered later in the school year via fundraising.  Thus, on an annual basis using June 30th as the last day of the Band Parents fiscal year (or another date as approved by the Board of Directors), the total points in a student's account will be reconciled with respect to cash deposits, fundraising points earned and total balance.  Any net cash deposit balances that may exist will be shown and carried forward as a starting cash deposit balance on next years Student Points Spreadsheet.  At that point, effectively July 1, the accounting begins anew.  Under no circumstances may points from one year be used to cover previously expended cash from a prior year.  Due to personal financial reasons, a family may desire to have a Cash Deposit balance refunded.  This request must occur in writing to the Vice President of Student Fundraising no later than 30 days prior to the end of the school year.  For students graduating or leaving the band, positive cash deposit balances in student accounts points left behind can be designated for general use or can be specified to the benefit of students in need as a benevolent fund.   Cash Deposits placed into a students account may be refunded to a student/family under these conditions:

 

a)       If a cash deposit is replaced by Points earned in Student Fundraising prior to school year’s end; OR

 

b)       If the student withdraws from Churchill High School and the funds have not been committed on behalf of the student; OR

 

c)       If the student withdraws from the Band Program and the funds have not been committed on behalf of the student;

 

d)       However, Cash Deposits will not be refunded if there is a sibling in the Band Program who has an unreconciled negative balance in another account.  The Vice President of Student Fundraising must receive the request for refund in writing and be approved by the Band Parents’ membership.

 

  1. Points shall not be awarded for parent work in concession stands.

 

  1. Band Parents shall be expected to work concession stands for at least two football games and one non-football event.

 

  1. Only members of the Band parents shall serve as Chaperones.  Chaperones shall be selected from volunteers on a rotation basis.  Chaperones shall be the Chaperone Committee Chair and spouse, Board of Directors and their spouses; and then, other interested members of the Corporation with preference to senior parents.  Children and other family members of chaperones are not permitted on the trip as chaperones.

 

REVISED APRL 17, 2006