by-Laws
By-Laws of St. Christopher's Inn Alumni Association Inc
Article I - Name
Article II - Mission Statement
Article III - General Fellowship Rules
Membership to the Association is given to anyone:
Anyone who has spent one (1) full day in treatment at the Inn who has left on good terms.
Anyone who has successfully completed any St. Christopher’s Inn Outpatient Program.
Anyone inducted into the Association as an honorary member.
Article IV - Board of Directors
The Board of Directors is comprised of an Executive Committee and Board Members from varying geographic locations representing significant populations where alumni reside. These Board Members may include Committee Chairs and the Chairs of local subordinate Chapters. In addition, the CEO of St. Christopher’s Inn will select two non-voting Board Members that serve as representatives and liaisons between the Association and the Inn. The purpose of these Board Members will be to: assist the Association where possible, protect the interests of the Inn, and ensure that the Association follows its By-laws. These members may not hold a position on the Board’s Executive Committee.
Executive committee members are elected by the Board of Directors.
No one shall be elected to the Executive Committee who is not a member.
The number of members of the Board of Directors shall be no less than 3, and no more than 11. The number will be based on need or lack thereof by a majority vote of the existing Board.
Article V - Alumni Meetings
It is the intention and purpose to hold regional meetings at locations consistent with the geographic representation of the Board. Such meetings should take place on a monthly basis in a location convenient to alumni in the region. Minutes of such meetings shall be forwarded to the Board on a monthly basis.
Members of the Board of Directors shall meet on a quarterly basis at St. Christopher’s Inn. These meetings will: serve to inform regional Board Members of activities each regional coalition is engaged in; plan upcoming events; submit items for Alumni Newsletters and, but not limited to, identify and schedule methods of being of service to the Inn.
Special meetings of the Board of Directors may be called at any time the Chairman may deem necessary or at the request of two or more members of the board. If such a meeting is called, it is the responsibility of the Chairman to notify all Board Members with no less than 5 days notice given. At such meetings any Association business may be conducted, provided a quorum exists.
The board shall review and update the by-laws and the operating policies of the Association once per year, or as needed. Minutes of this meeting will be made available to members upon request. Revisions to the by-laws require a majority vote by the Board of Directors.
A quorum for the conducting of business will be at least 51 percent of the voting members of the Board of Directors or their designees.
Notice of any annual, regular or special meeting shall be by mail, email or phone call to each Director not less than five days prior to said meeting.
Unless otherwise required, the order of business at all meetings shall be as follows:
a. Roll call
b. Reading of previous meeting minutes
c. Report of the Treasurer
d. Election of Officers
e. Old business
f. New business
g. Miscellaneous
Article VI - Voting Regulations
Voting privileges shall be granted only to current members. A vote shall pass by simple majority of the voting members in good standing. In the event of a tie, the Chair shall cast the deciding vote.
Article VII - Committees
It is the responsibility of the Chair to appoint committee chairs. Members may serve and chair more than one committee. Committees will consist of but are not limited to:
Membership
Fundraising
Activities
Newsletter
Inn Service
Public Relations
Article IV - Conflict of Interest
Whenever a Director or Officer has a financial interest in any matter coming before the Board of Directors, the Board shall ensure that:
The interest of such officer or director is fully disclosed to the Board of Directors.
No interested Officer or Director may vote or lobby on the matter or be counted in determining the existence of a quorum at the meeting of the Board of Directors at which such matter is voted upon.
Any transaction in which a Director or Officer has a financial or personal interest shall be duly approved by members of the Board of Directors not so interested or connected as being in the best interests of the organization.
Payments to the interested Officer or Director shall be reasonable and shall not exceed fair market value.
The minutes of meetings at which such votes are taken shall record such disclosure, abstention, and rationale for approval.
Article IX - Management of Finances
St. Christopher’s Inn Alumni Association, Inc. shall manage finances in a fiscally responsible manner. Activities shall be budgeted for, and designed to maintain fiscal viability of the Association. Detailed reports of expenditures and earnings will be reported in all Treasurers’ Reports at Alumni meetings. The Association shall make a concerted effort to contribute financially to the Inn when possible to assist the Inn in its mission.
Article X - Subordination of Local Chapters
St. Christopher’s Inn Alumni Association, Inc. may develop local Chapters for the express purpose of meeting the exempt purpose of St. Christopher’s Inn Alumni Association Inc. Such local Chapters may form by-laws and officers in a manner consistent with, and not contrary to, the by-laws of St. Christopher’s Alumni Association, Inc. These Chapters are not to be self-incorporated, but are merely sub-groups within the structure of St. Christopher’s Inn Alumni Association, Inc, and are in all ways subordinate to St. Christopher’s Inn Alumni Association, Inc. Said Chapters will follow the governance of St. Christopher’s Inn Alumni Association, Inc. and will remit all sources of income for deposit in a designated bank account(s) of St. Christopher’s Inn Alumni Association, Inc.
Article XI - Date of Incorporation
Pursuant to the filing of the Certificate of Incorporation for St. Christopher’s Inn Alumni Association, Inc. with the New York State, Department of State, Division of Corporations, the date of incorporation for St. Christopher’s Inn Alumni Association, Inc. is 9/11/2011.
Article XII - Date of Adoption
These By-laws are hereby adopted and ratified as of date indicated below.
SIGNED BY THE CHAIRMAN OF THE BOARD:
_________________ ________________________________
DATE SIGNATURE
SIGNED BY THE SECRETARY OF THE BOARD:
_________________ ________________________________
DATE SIGNATURE