BYLAWS FOR NEW JERSEY HUMANIST NETWORK, INC.
ARTICLE I: NAME
The name of this organization is New Jersey Humanist Network, Inc. (NJHN or the organization), a New Jersey nonprofit corporation.
ARTICLE II: PURPOSE
The purpose of NJHN is to promote Humanism: an ethical, democratic, naturalistic lifestance that prioritizes reason, scientific and critical thinking, and a system of Humanist ethics and secular values as a rational alternative to those based on religion. We promote activities that educate about Humanism, build community with fellowship and mutual support, and provide opportunities for Humanists to act on their values. We advance social wellbeing, social justice, equality, sustainability, philanthropy, and civic action.
ARTICLE III: MEMBERS
Section 1: General
Membership in the organization shall be open to all persons who agree with the purposes of Article II of the Bylaws.
Section 2: Membership
Application for membership must be made through completion of a membership form in writing and accompanied by the payment of dues. Dues-paying members (members or general membership) may vote for Board of Directors candidates at the Annual Membership Meeting or on any issue presented to the members by the Board of Directors. Each member is entitled to one vote.
Non-payment of dues shall result in the loss of membership.
Membership may also be terminated if a person engages in misconduct or behaves continually in a way that disrupts the functioning of the organization or clearly is not in agreement with Article II of the Bylaws. Termination shall be determined by a majority vote of the Board of Directors.
ARTICLE IV: THE BOARD OF DIRECTORS
Section 1: Responsibilities
The Board of Directors (Board) shall be responsible for the organization’s affairs and policies.
The Board shall determine the amount of dues payable for membership.
Section 2: Composition
The Board shall consist of not less than seven (7) and not more than fifteen (15) members (Board members). All Board members must be at least eighteen (18) years old and must have been an NJHN member for at least one (1) year.
Board members are elected to a two (2) year term. Half of the terms of Board members expire in any given year.
A quorum of the Board shall consist of sixty percent (60%) of the Board members.
Section 3: Nominating Committee
A Nominating Committee shall exist for the purpose of proposing a slate of candidates for the Board to the general membership.
The Nominating Committee shall be appointed by the Board each year for the purpose of proposing a slate of candidates for the next Board to the general membership at the next Annual Membership Meeting.
The Nominating Committee shall consist of three (3) NJHN members and shall be selected six (6) months before the Annual Membership Meeting.
At least one of the Nominating Committee members must be a currently serving Board member and one must be a non-Board member. Vacancies on the Nominating Committee shall be filled by appointment by the Board.
The Nominating Committee shall establish the process and deadline dates for announcement to the general membership that it is accepting nominations for Board candidates. This announcement shall be made via email or other digital means of communication at least three (3) months prior to the Annual Membership Meeting. Board candidates may be nominated by any NJHN member, with that candidate’s written consent.
The Nominating Committee shall present a slate of proposed candidates to the Board at least six (6) weeks prior to the date of the Annual Membership Meeting. This slate must be approved by a quorum of the Board at least four (4) weeks before the Annual Membership Meeting. Candidate nominations may exceed the number of Board positions available.
Upon presentation of the Board-approved candidates to the general membership with voting instructions, the Nominating Committee shall be responsible for the counting, recording and reporting of the Board election results.
Section 4: Elections
Members shall receive the Board’s slate of candidates and voting instructions via email or other digital means of communication four (4) weeks prior to the Annual Membership Meeting. Votes shall be accepted up to one (1) day prior to the Annual Membership Meeting. If the number of candidates exceeds the number of positions, the winners shall be the candidates who receive the highest number of total votes.
The newly elected Board members shall be announced at the Annual Membership Meeting.
Section 5: Removal
Board members may be removed from the Board for misconduct, non-payment of dues within three (3) months of due date, or failure to attend two (2) consecutive Board meetings without an excused absence, by a vote of a quorum of the Board. A Board member removed for misconduct is ineligible for future election to the Board.
ARTICLE V: OFFICERS
Section 1: Election
NJHN shall have the following Officers: President, Vice President, Treasurer, and Secretary (Officers or the Executive Committee).
All Officers must be at least eighteen (18) years old and must have been an NJHN member for at least one (1) year. All Officers of NJHN are Board members. Related members shall not serve as Officers at the same time.
Officers shall be elected by a simple majority of the Board members present at the Annual Board Reorganization Meeting. An Officer’s term is one (1) year. If an Officer’s position becomes vacant during that term, the Board shall elect a successor Officer to fill the unexpired term.
Officers shall consult the President about their activities, and two weeks before the Annual Membership Meeting they shall provide to the President a written report on their activities for the year.
An Officer may be removed from office for nonperformance of the duties of the office by a vote of a quorum of the Board.
Section 2: The President
The President shall be the Chief Executive Officer, coordinating the work of other Officers and Committees. The President shall preside at Board meetings and Annual meetings, and shall be responsible for compiling the meeting agenda.
The President shall summarize annual reports from the Officers and Committee Chairs for the purpose of informing the membership at the Annual Membership Meeting. The full report shall be available to members upon request.
The President may also pay authorized bills of the organization when the Treasurer is incapacitated or unavailable.
The President shall report regularly to the Board.
Section 3: The Vice President
The Vice President shall assist the President as requested and may also authorize payment of the organization’s bills. The Vice President shall become the acting President if the President’s office becomes vacant and assume the office temporarily if the vacancy is temporary.
Section 4: The Secretary
The Secretary shall: (1) record and distribute the minutes of Board meetings; (2) prepare a annual calendar of events, such as Board meetings, the Annual Membership Meeting, and other significant dates, one month after the Annual Board Reorganization Meeting; and (3) maintain a permanent file of all NJHN corporate documents, Bylaws, minutes of Board and other meetings, and other significant information.
Section 5: The Treasurer
The Treasurer shall: (1) pay authorized bills of the organization; (2) maintain financial transaction records; (3) safeguard funds; (4) submit quarterly financial reports to the Board; and (5) propose a budget for the fiscal year starting July 1 to the Board one week before the Annual Board Reorganization Meeting.
ARTICLE VI: MEETINGS
Section 1: Annual Membership Meeting
The Board shall hold an Annual Membership Meeting in June.
Members shall receive at least four (4) weeks’ notice of the Annual Membership Meeting, along with the approved slate of candidates for the Board election and voting instructions, via email or other digital means of communication. Any member may propose agenda items, in writing, to the Secretary, up to one (1) week in advance of the meeting.
A membership quorum shall consist of at least twenty-five percent (25%) of the general membership.
The Annual Membership Meeting may be conducted in person or via digital means of communication as determined necessary or desired by the Board.
Section 2: Special Membership Meetings
Any member may request that the Board hold a Special Membership Meeting by presenting that request to any Board member, who shall forward that request to the Board. The Board shall decide within two (2) weeks whether, when, and where to hold a Special Membership Meeting. The Board shall announce and hold the Special Membership Meeting no later than four (4) weeks after the Board’s initial receipt of the request.
A membership quorum is required for any votes to be taken at a Special Membership Meeting.
A Special Membership Meeting may be conducted in person or via digital means of communication as determined necessary or desired by the Board.
Section 3: Board of Directors Meetings
The Board shall hold at minimum one Annual Board Reorganization Meeting and at least three (3) other regular meetings during the year to conduct business. The Board may also hold Special Board Meetings as necessary.
The Board may conduct business and meetings in person or via email or other digital means of communication as determined necessary or desired with the approval of a quorum of Board members.
ARTICLE VII: COMMITTEES
Section 1: Standing Committees
The Standing Committees of NJHN shall be those specified in these Bylaws and such others as the Board may establish.
Section 2: Special Committees
The President, with the Board’s approval, may establish and name Special Committees as needed.
Section 3: Appointment
The Chairs of all Standing and Special Committees shall be nominated and approved by a simple majority of the Board. All Committee members must be NJHN members. Committee vacancies shall be filled through majority approval of each Committee.
Section 4: Terms
All Standing Committees shall serve from their appointment at the Annual Board Reorganization Meeting through the following year’s Annual Board Reorganization Meeting. Special Committees shall serve for the period any such Committee is needed. The Nominating Committee shall serve from the time of its appointment through the next Annual Membership Meeting.
Section 5: Responsibilities
Standing and Special Committees shall conduct the organization’s business designated for each such Committee by the Board. Committee Chairs shall consult the President about their activities, and two (2) weeks before the Annual Membership Meeting they shall provide to the President a written report on their activities for the year.
ARTICLE VIII: TAX CODE PROVISIONS
Section 1: Purposes
NJHN is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
Section 2: Prohibitions
No part of the net earnings of NJHN (the corporation) shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article II hereof. No substantial part of the activities of the corporation shall be the 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 Articles, the corporation shall not carry on any other 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 corresponding section of any future federal tax code, or (b) by an corporation, 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: Dissolution
Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the 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 so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
ARTICLE IX: RULES OF ORDER
The rules contained in Robert’s Rules of Order Newly Revised shall be used as guidelines to govern NJHN in all cases to which they are applicable and in which they are not consistent with these Bylaws or the special rules of NJHN.
ARTICLE X: AMENDMENTS TO THESE BYLAWS
Amendments to these Bylaws must be approved by the general membership at an Annual Membership Meeting or Special Membership Meeting, in person or by digital means of communication. Amendments must first be approved by two-thirds of the Board, and the general membership must be notified of the proposed amendments at least four (4) weeks before the meeting at which the vote on the amendments shall be taken. A two-thirds majority of the general membership voting is required for approval. If the vote is held via email or other digital means of communication, members shall be given four (4) weeks to cast their vote.
Published on 6/27/21 at 9:18 PM