Cara Rince By-Laws
Updated October 23, 2017
Article I. Name
The name of the organization shall be Cara Rince (meaning “Friend of Dance”), and shall be referred to hereinafter as the “Organization”. The Organization is the parent booster club of the Murray Irish Dance Academy and will be a nonprofit entity incorporated within the state of New Hampshire.
Article II. Purpose
The purpose of the Organization is to promote and foster the amateur sport of Irish Dance, and in particular, support the dancers of the Murray Academy of Irish Dance (hereinafter referred to as the “Academy”) in the spirit and culture which the sport represents in accordance with Section 501(c)(3) of the Code.
To achieve this objective, Cara Rince will provide a program that supports all levels and abilities. In accordance with section 501 (c) (3) of the Federal Internal Revenue Code, Cara Rince shall operate exclusively as a non-profit organization. No part of the net earnings shall benefit any private shareholder or individual.
Article III. Membership
1. Membership is open to all parents, grandparents, and legal guardians of the dancers of the Murray Academy of Irish Dance, as well as adult dancers of the Academy, over the age of eighteen.
2. Dues and Membership Terms
a) Enrollment for membership in the Organization is offered twice per year – March and August only. Non Cara Rince members will not be eligible for Oireachtas, NANs, or Worlds scholarships or any other scholarship opportunities, and will not be eligible to partake in any additional Cara Rince fundraising.
b) Membership dues will be set by a majority vote of the Board of Directors. Only members in good
standing will be entitled to vote on matters of the Organization, or be elected and/or appointed to
positions.
c) All persons interested in supporting the dancers and/or the Organization are encouraged to:
(1) Attend general membership meetings and to vote on all matters and participate in
discussions properly before Cara Rince membership
(2) Support Cara Rince in its financial responsibilities by making voluntary donations.
(3) Participate in Cara Rince activities designed to support opportunities for dancers of all
levels and abilities, while promoting Irish Dance to the community.
d) No member shall have any right or interest in the property of Cara Rince
3. Membership Termination or Discipline for Cause
Membership in the Organization maybe terminated or other discipline imposed for “cause”, which means violation of these Bylaws or any rule or practice of the Organization, or dishonesty within the Organization. Membership renewal may be denied by a vote of two-thirds of the entire Board, after conducting a meeting with said Member and giving the Member the opportunity to appear in person and discuss such cause with the Board.
Members shall not receive any stated salary, compensation, gifts of money, property or otherwise for services provided by them as Members of Cara Rince.
4. Voting
a) In order to vote for a motion or an election, a member must be present at the meeting for which the
voting is being held, or be available by conference call.
Article IV. Board of Directors
1. Composition and Term
a) The number of Directors shall not be less than five (5) or more than thirteen (13). Members of the
Board of Directors shall take office as of October 1 in the year they are elected.
b) The Directors shall upon election immediately enter upon the performance of their duties and shall
continue until their successors have been duly qualified and elected.
c) Each member of the board shall serve a full term of two years and may serve up to three consecutive
terms, except if otherwise provided for in these bylaws.
2. Election and Qualification
a) To be eligible to serve as a Director, an individual must be a member in good standing.
b) At each General Annual Meeting (in September), the members shall elect the Directors for the ensuing
year. All election of Directors shall be by a majority vote of all members present at the time of the annual
meeting.
c) Directors shall use best efforts to attend all meetings in person and if cannot in person, an accommodation may be made for electronic/remote participation. If a BOD member is unable to meet their committment for active BOD participation, they will have the opportunity to resign their position upon their request to the Board.
3. Resignation and Removal
Any director may resign at any time by giving written notice to the President. It is requested that when possible, any Director resigning should try to allow for a sixty-day transition period to allow for selection of a replacement. Any director may be removed during a special meeting of the Directors by a two-thirds vote of Board Members present if such removal is in the best interest of the Organization.
4. Vacancies
If any vacancy occurs, it may be filled by a majority vote by the remaining Directors at any regular meeting, or at a special meeting called for that purpose. The vacant seat will be filled for the remainder of that term.
5. Duties and Powers
The board shall:
a) Manage, supervise, and direct the affairs of the Organization;
b) Appoint officers and key positions for the Organization by a quorum vote;
c) Have discretion in the disbursement of its funds;
d) Maintain or adopt such rules and regulations as may be necessary to conduct business;
e) Form committees and appoint committee chairs as is necessary to conduct business and empower
them as the Board deems proper;
f) Define and oversee the activities of officers, advisors, and committees of the Organization in the per-
formance of the delegated responsibilities and investigate any possible conflicts of interest;
g) Determined by whom and what manner contracts and other instruments shall be executed on behalf
of the Organization;
h) Have the power, by two-thirds vote of those present at any meaning to discipline, suspend, or remove
any Directors, Officers, or Committee members;
i) Notify the members as to terms ending or vacancies within the Organization’s offices; seek letters of
interest and/or application; evaluate and determine the best qualified members for the position;
j) Shall evaluate and review the bylaws and propose amendments to revise the bylaws as deemed necessary;
k) Amend bylaws as required by a majority vote of the Board of Directors, after majority approval of
the membership.
6. Regular Meetings
Regular meetings of the Board of Directors shall be held immediately following the annual election and on such days as determined thereafter by the Board for the remainder of the year. Board meetings shall also be held to receive and review reports on the finance and operations of the association, including activities of the Organization’s Committees. At the discretion of the President, all or part of the Board meetings may be close to the public and membership.
7. Special Meetings
Special meetings of the Board may be called by or at the request of the President or three (3) members of the Board.
8. Quorum
A majority of the members of the Board shall constitute a quorum for the transaction of any duly called meeting of the Board, unless provided for otherwise in these bylaws
Article V. Officers
1. Officers: The appointed officers of this organization shall be the President, Vice- President, Secretary, Treasurer and Co-treasurer.
2. Appointment, Eligibility, and Term of Office
a) The Officers will be appointed by majority vote of the Directors present at the meeting following the
annual elections.
b) The Offices may be filled by the Directors.
c) To be eligible for the offices of President or Vice-President, a member must have been a member of
Cara Rince, good standing, for one (1) year.
d) Notice of offices coming up for reappointment will be provided to the membership one month prior
to the General Annual Meeting. Any member in good standing can submit a letter of interest and/or
application for the position at least two weeks prior to the General Annual meeting in order to allow the
Directors adequate time to evaluate and meet with the applicants.
e) All officers shall take office in October in the year they are appointed. All officers shall serve for a term
of two (2) years as follows: The President and Secretary shall be elected in the even-numbered years, and all other officers (Vice President, Treasurers) will be elected in the odd-numbered years.
f) No officer shall be eligible to serve in the same office for more than two (2) full consecutive terms
(except when no other qualified member is running for that office).
g) If any vacancy occurs, it may be filled by a majority vote by the Board of Directors.
3. Duties and Powers
The Board of Directors shall prescribe the powers and duties of each office.
a) The President shall:
(1) Be the spokesperson for the Organization or appoint an appropriate spokesperson;
(2) Supervise and direct all the business affairs of the Organizations subject to the direction and
control of the board;
(3) Preside over all general and special meetings of the Organization, and shall present a report of
the welfare of the Organization at the General Annual Meeting;
(4) Call General and Special meetings of the organization (minimum of two general
meetings/year);
(5) May sign, with the Treasurer(s), contracts and other instruments, which the Board has
authorized to be executed.
b) The Vice-President shall:
(1) Assist the President in the discharge of the duties of President, as the President may direct and
shall perform such other duties as may be assigned from time to time by the President.
(2) In the absence of the President, shall perform the duties of the President.
(3) Oversee fundraising efforts, making sure fundraising is compliant and effective.
c) The Secretary shall:
(1) Keep the minutes of the meetings of the Organization and the Board and one or more books
maintained for that purpose;
(2) Shall see that all notices are duly given in accordance with these Bylaws, the Articles of
Incorporation, and applicable law;
(3) Be keeper of the corporate records;
(4) Shall keep a record and mailing addresses, Email addresses, and phone numbers of each member;
(5) Maintain records of attendance and votes, distributing minutes and agendas to all members,
making sufficiently advanced notice of meetings or changes in time or place of meetings all members;
(6) Assist the Board in notifying members of upcoming elections or appointments;
(7) Perform all duties customary to the office of secretary and such duties as may be assigned by
the President or the Board.
(8) Prepare and submit necessary paperwork to keep the organization in good standing with the
State of New Hampshire.
d) The Treasurer shall:
(1) Keep accurate records of all money collected through donations, dues, and fund raising, and
shall deposit all monies into the Organization’s bank account;
(2) Prepare a report of itemized transactions for distribution to board and directors on the first of
every month;
(3) Shall prepare a budget for presentation at the General Annual Meaning;
(4) Shall prepare income statements for distribution to the board and directors on the first of
every month;
(5) Obtain approval from the Board of Directors for all disbursements in excess of $200;
(6) Disperse emergency funds or funds necessary to conduct the affairs of the organization, with
approval of the President, for any amount less than $200;
(7) Obtain receipts for all expenses to be paid or reimbursed;
(8) Provide documentation is required for donations made in accordance with IRS 501(c)(3)
organizations;
(9) Prepare records for preparation by independent tax accountant for annual returns if applicable.
e) Co-Treasurer shall:
(1) Assist the Treasurer in the discharge of the duties of Treasurer, as the Treasurer may direct and
shall perform such other duties as may be assigned from time to time by the Treasurer.
(2) In the absence of the Treasurer, shall perform the duties of the Treasurer.
Article VI. Special Function Leaders
Special Function Leaders are those deemed necessary to carry out the specific activities of the Organization throughout the year, and shall be appointed by the Board of Directors. The Directors may eliminate or add special functions as necessary, such as the Feis Chairs, Dance Out Coordinator, Fundraiser Chairs, Membership Chair, Communications Chair, etc. Each Special Function Leader will serve a one-year term and may serve continuous terms with a majority vote of the Board of Directors.
Article VII. Financial and Accounting
1. Authority and Disbursement
The Executive Committee and Members of Cara Rince shall decide all matters pertaining to the distribution of funds other than fundraising expenses, and shall place all income into the Cara Rince bank accounts, directing expenditure of funds other than fundraising expenses in such manner as the Executive Committee and the members of the Board of Directors agree. The Executive Committee shall have an opportunity to discuss such expenditures and have a majority agreement to proceed. The Treasurer or the President shall sign checks, or other Officer as the Committee shall determine.
2. Compensation
No Officer or Member shall receive, directly or indirectly, compensation from Cara Rince.
3. Budget
The Executive Committee shall adopt an annual budget of income and expenses by event under the direction of the President and the Treasurer. The Committee shall make the budget available to Membership at the Annual Membership Meeting.
4. Expenditures
All expenditures over $200 must come to a vote. Only by a majority vote of the Executive Committee may an individual be authorized to spend money for fundraising.
5. Distribution of Property upon Dissolution
Upon dissolution of Cara Rince and after all outstanding debts and claims have been satisfied, the Members shall direct the remaining property of Cara Rince to another Federally Incorporated entity, which maintains the same objective set forth in Article III of these By-Laws, which are or may be entitled to exemption under Section 501 (c) (3) of the Internal Revenue Code or any future corresponding Provision.
Article VIII. Non-Discrimination
It is the policy of Cara Rince that all the parties involved in the operation of Cara Rince will provide an operational environment that is free of all forms of discrimination.
Article IX. Conflict of Interest
Cara Rince Members and the Executive Committee Members shall not engage in any activity which gives rise to, an appearance or claim of self-dealing loyalty or conflict of interest by reason of such person’s position with Cara Rince. In the event that such person has reason to believe his or her activities or anticipated activities could give rise to any such claim, he or she shall have a duty to disclose such activities or anticipated activities to the Executive Committee.
Article X. Indemnification of Directors and Officers
The Organization may indemnify and hold harmless all officers, Directors, and committee members of the Organization to the full extent permitted by the New Hampshire Not-for-Profit Corporation Act. The Organization shall be entitled to purchase insurance for such indemnification of officers and Directors to the full extent as determined from time to time by the Board. This indemnification will not apply in cases in which adjudication is rendered of gross negligence or misconduct in the performance of duty to the Organization.
Article XI. Amendments to These Bylaws
These bylaws may be altered or amended by a majority vote of the Board provided that such changes have been approved by a positive vote of at least two-thirds of the members of the Organization in attendance at a Special Meeting called for such purpose. Proposed changes will be provided to the members by e-mail thirty days prior to the Special Meeting.