Community Band, Inc.
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Article I Name
The name by which this corporation shall be known is the Montrose Community Band, Inc.
Article II Purpose
The purposes of this corporation shall be:
Article III Activities
Section 2: No substantial part of the activities of this corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation (except as provided by Section 501(h) of the Internal Revenue Code), and this corporation shall not participate in, or intervene in (including the publishing or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office.
Section 3: Notwithstanding any other provisions of these bylaws, this corporation shall not carry on any activities not permitted to be carried on (a) by a corporation exempt from federal income tax under Section 501(c)3 of the Internal Revenue Code, or (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code.
Article IV Membership
Membership in this corporation shall be open to all individuals in sympathy with its purposes. There shall be three classes of membership, each class having voting privileges.
Band Members: Band Members shall be at least 18 years of age or older, show musical competency, and shall participate regularly in all rehearsals and performances.
Associate Band Members: Associate Band Members shall be under 18 years of age, pass an informal audition after attending three consecutive rehearsals, and shall participate regularly in all rehearsals and performances. Associate Band Members shall not hold an office or chair a committee.
Supporting Members: Supporting members shall be those interested in supporting the purposes of the Montrose Community Band. Supporting members shall pay annual dues as set by the Board of Directors.
Article V Board of Directors
Section 1: This corporation shall have seven (7) directors and collectively they shall be known as the board of directors. Directors shall serve for three (3) year terms: three to be elected one year; three to be elected each second year; and, the remaining to be elected each third year. The Music Director shall be an ex-officio of the board of directors.
Section 2: In the event of a resignation of any duly elected director, the President shall appoint a new director to serve out the remaining term of the resigning director with the approval of the board of directors.
Section 3: Directors shall be nominated from among the band and the general membership and be elected at the annual meeting.
Section 4: Directors shall be elected by the majority of those present at the annual meeting and shall not serve for more than two successive terms.
Section 5: A quorum of the majority of the board of directors is required to conduct the business of the corporation.
Section 6: Any board member who fails to attend two consecutive meetings without prior notice to the President shall be subject to removal by a unanimous vote of the remaining board members.
Section 6: Directors shall serve without compensation except they shall be allowed reasonable advancement or reimbursement of expenses incurred in the performance of their duties.
Section 7: The directors shall not be personally liable for the debts, liabilities or other obligations of the corporation.
Section 8: The directors and officers of the corporation shall be indemnified by the corporation to the fullest extent permissible under the laws of the State of Colorado.
Article VI Officers
Section 1: The officers of the corporation shall be President, Vice-President, Secretary and Treasurer.
Section 2: The officers shall be elected from among the directors and shall perform the duties usually required of such officers. Such election shall take place directly after the annual meeting.
Section 3: The President shall preside over and conduct all meetings of the corporation, including all band meetings, appoint all committees, be an ex-officio member of all committees; and, shall represent the corporation in all legal matters and public affairs.
Section 4: The Vice-President shall perform all the duties of the President in the absence of the President and shall be the chair of the nominating committee.
Section 5: The Secretary shall take the minutes of all meetings and record them in the corporate record book; keep a list of the membership together with their addresses, telephone numbers and email addresses; notify the directors and the members of the time and location of all meetings; and, conduct the correspondence of the corporation.
Section 6: The Treasurer shall maintain the financial records of the corporation; shall issue monthly statements to the board of directors; prepare an annual financial statement for the membership for the annual meeting; and, file all financial information required for government reports.
Article VII Music Director
The Music Director shall be appointed by the Board of Directors. The Music Director, in consultation with the Board of Directors and Band members, shall be responsible for all concerts, performances and rehearsals. The Music Director shall have the final decision on all musical matters and in the selection of musicians for performances.
Article VIII Committees
Standing committees of the corporation shall be the Nominating and Auditing committees. Additional committees may be appointed by the President at the direction of the board of directors.
Section 1: The Nominating committee shall be appointed in November and shall present a slate of candidates for directors two weeks prior to elections. Nominations may also be taken from the floor at the annual meeting.
Section 2: The Auditing committee shall be appointed by the President in November and shall do an annual audit of all the financial records of the corporation and present a report to the board of directors.
Article IX Meetings
Section 1: Meetings of the Board of Directors shall be held monthly at a time and place designated by the board.
Section 2: An annual meeting of the membership shall be held in February at a date, time and location set by the board of directors. Members shall be notified in writing or by electronic mail at least two weeks prior to the date of the meeting. A quorum at any annual meeting shall be a majority of the members present at the meeting.
Article X Parliamentary Procedure
Roberts Rules of Order, current edition, shall govern the proceedings of this corporation, when not in conflict with these bylaws or the Articles of Incorporation.
Article XI Nondiscrimination Policy
This corporation shall follow an equal opportunity policy, and all programs and activities are available to all persons without regard to race, creed, color, religion, national origin, sex, sexual orientation, age, disabilities, veteran status or marital status. This policy also applies to outside vendors, use of contractors and consultants and in dealing with the general public.
Article XII Dissolution
In the event of the dissolution of the corporation, and prior to the completion thereof, all liabilities and obligations of the corporation shall be paid, satisfied and discharged, and all of the remaining assets, property, and income owned or held by the corporation shall be expended for, or applied to, the purposes of the corporation, or one or more of such purposes, by transferring and conveying such assets, property and income to one or more corporations or organizations organized and operated exclusively for charitable or educational purposes, to which exemption from income taxes has been granted under Section 501(c)(3) of the current Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue law), and no part of such remaining assets, property, or income shall be distributed to members or to any other persons whatsoever.
Article XIII - Amendments
Amendments to these bylaws may be made at any meeting of the general membership by a two-thirds vote of those present, after notification in writing to each member at least two weeks before the meeting at which the voting is to take place.
Ratified this ______day of _____________, 2004.
(Signed by the initial board of directors.)
PROPOSED POLICIES OF