BYLAWS OF THE DUTCHESS COUNTY INTERFAITH COUNCIL, INC.
As people of faith, we hereby affirm that our common humanity is deeper than our divisions. We are aware of the richness of our varied religious traditions. We join to work together for the good of the people and for reconciliation among all races and conditions and ideologies.
ARTICLE I -- Name
The Dutchess County Interfaith Council, Inc., hereafter referred to as the Council, is a not-for-profit 501(c) 3 corporation. The Council is organized under the laws of the State of New York. The corporate office shall be at 29 North Hamilton Street, Poughkeepsie, NY 12601 or at such other places within Dutchess County, New York State, as the Board may determine or the business of the Corporation may require.
ARTICLE II -- Purpose of Organization
The purpose of the Council is expressed in the Mission and Guiding Values.
The mission of the Council is to promote understanding and respectful relationships among diverse faith communities by offering opportunities for education, worship, fellowship and service together.
To bring a spiritual perspective to community issues.
To weave the thread of community by honoring the diversity of religious expression and ethnic background.
ARTICLE III -- Structure of the Organization
The organization is made up of the Membership, the Board of Directors (hereafter referred to as the Board), the Executive Committee, Standing Committees (chaired by Board members), other ad hoc committees, and the Nominating Committee.
ARTICLE IV -- Membership
Members of the Council (hereafter referred to as Members) are faith communities, located within Dutchess County in the State of New York, who accept and support the purposes and membership policies of the Council and have made an annual donation within the fiscal year in accordance with the guidelines established by the Board.
A faith community desiring to become a Council Member, may apply for Membership by submitting a written application. Acceptance for Membership may be granted, subject to a two-thirds (2/3) vote of the Directors present at either a regular or special meeting of the Board.
In the event a Member is determined to be out of compliance with the aforesaid purposes and membership policies, such Member may have its Membership revoked, subject to a two-thirds (2/3) vote of the Directors present at either a regular or special meeting of the Board.
ARTICLE V -- Annual and Special Meetings
An annual Membership meeting will be held in the last quarter of the calendar year at which the Nominating Committee will present its slates for new Directors of the Board and Officers of the Board. Nominations from the floor may be offered provided that the person being nominated is either present or has agreed in writing to accept such a nomination. Election to the Board or Nominating Committee requires approval by a majority of those Members voting.
Each Member will be entitled to one(1) vote at annual and special meetings.
Fifteen Members present constitutes a quorum.
Notice of the annual Membership meeting will be communicated to Members at least six(6) weeks prior to the meeting.
There shall be no voting by proxies or absentee ballots at Membership meetings.
ARTICLE VI -- Board of Directors
The Board of Directors is responsible for overall policy and direction of the Council. It delegates responsibility for day-to-day operations to the staff and committees.
The Board shall consist of at least 13 and no more than 17 Directors who come from Members in good standing and represent as diligently and thoughtfully as possible, the diversity of the Council.
style="font-weight: normal;">Each Director shall serve for a three (3) year term, with one renewal possible for a maximum of six (6) consecutive years of service. The term begins on the first day of the next fiscal year following election to the Board.
Officers of the Board are the President, Vice-President, Secretary and Treasurer. Officers are elected for one-year terms or until their successors are appointed. These terms are renewable for no more than three (3) consecutive terms.
The President shall preside at all meetings of the Board and Executive Committee, appoint the chairpersons of Board Committees (except the Nominating Committee) and in general, perform all duties incident to the office of President and any other duties that may be assigned by the Board of Directors.
The Vice-President shall assume the responsibilities of the President in event of the President's absence or inability to perform his or her duties.
The Secretary shall be responsible for overseeing the taking of minutes at all Board and Executive Committee meetings as well as the annual Membership meeting and shall make such records available to the Membership upon request.
The Treasurer shall chair the Finance Committee, assist in the preparation of the budget, present a financial report at each Board meeting and make financial information available to the Board, the Membership and the public upon request.
The immediate past president of the Board will serve as a non-voting ex-officio member of the Board for one year if his/her regular term has expired.
The Board will conduct a minimum of four (4) regular meetings per year. A special meeting of the Board may be called by either the Executive Committee of the Board, one third 1/3 of the Board or the President of the Board.
Notice of any special meeting of the Board shall be communicated to the Directors at least two (2) weeks before the meeting.
A majority of the total Board shall constitute a quorum.
There shall be no voting permitted by the use of proxies or absentee ballots at a meeting of the Board.
Meetings shall be conducted according to Robert's Rules of Order.
Each Director is expected to attend all scheduled and special Board meetings. If a Director fails to attend two(2) consecutive Board meetings or three (3) Board meetings within the calendar year, the President shall contact the Director, obtain the circumstances concerning the absences and report to the Board at the next scheduled meeting. Upon receipt of the Presidents report, the Board may vote to retain or dismiss the Director.
Any Officer or Director may be removed, if the Board, by a two-thirds (2/3) vote of those attending a regular or special Board meeting, decides that the best interests of the Council would be served thereby.
Any vacancy occurring on the Board may be filled for its term by majority vote of the remaining Directors present at a meeting of the Board.
ARTICLE VII -- Committees
Standing Committees of the Board will include the Executive Committee, Finance Committee, Program Committee, Membership and Outreach and any other Board committees deemed necessary by the Board to carry out its duties. Board committees may include non-Board members; however, all chairs of Board committees (with the exception of the Nominating Committee) will be Directors of the Board.
The Executive Committee consists of the President, Vice President, Secretary, Treasurer and immediate past President.
The Finance Committee shall consist of the Treasurer and at least two additional persons.
The Program Committee consists of at least one Director and other additional persons deemed necessary to oversee the Council's annual calendar and programs.
The Membership and Outreach Committee is responsible for planning ways to educate and reach out to potential and existing Members about the activities of the Council, for contacting new religious leaders in the county and for expanding the mailing list.
The Board will present to the Membership a slate of proposed new Nominating Committee members. The Nominating Committee of three (3) to five (5) persons will be elected by the Membership. Nominating Committee members will be elected to one-year terms and shall not serve more than two (2) consecutive terms. One of the members of the Nominating Committee will serve as its chair.
A President Emeriti Council of past Board presidents will serve as advisors to the Council
ARTICLE VIII -- Fiscal Year
The fiscal year shall be the calendar year.
ARTICLE IX -- Amendments
The Bylaws may be amended by two-thirds (2/3) of the Members represented at a meeting of the Membership called for the purpose of amending the bylaws. Any proposed amendment, repeal or alteration shall be submitted in writing to Members along with the notice of the meeting date at least three weeks prior to that date. These Bylaws may not be changed by the Board. The Bylaws will be reviewed periodically by the Executive Committee.
ARTICLE X -- Effective Date
These Bylaws shall be effective immediately upon adoption. Adopted May 19th, 2011 and amended December 15th, 2016.