BYLAWS OF

VEDITZ CENTER

 

ARTICLE 1 – NAME and PURPOSE

1.1    Name

The name of the Corporation shall be Veditz Center. It shall be a non-profit organization incorporated under the laws of the State of Colorado.

1.2    Purpose

The Veditz Center shall promote educational, recreational, social and cultural resources for deaf citizens, their families and organizations in the State of Colorado.

1.3    Mission Statement

    Veditz Center serves to create a vibrant 3rd space for the well-being of the Deaf/ASL community where other organizations and businesses shall provide programs and services which promote dialogue and cultural identity and in turn, strengthens the community guided by Deaf culture values.

ARTICLE 2 – MEMBERSHIP

2.1    Membership

    Members shall consist of the Board of Directors.

ARTICLE 3 – BOARD OF DIRECTORS

3.1    Role, Size and Compensation

3.1.1    The board is responsible for overall policy and direction of the association, and delegates’ responsibility of day-to-day operations to the staff and committees. The board shall have three (3) members. The board receives no compensation other than reasonable expenses that board members approves..

3.2    Terms

    All board members are to stay on the board either: a) the building is in place, or b) ten (10) years have passed.

3.3    Meetings and Notice

    The board shall meet at least six (6) times yearly at an agreed upon time and place.

3.4    Quorum

    A quorum must be attended by at least 75% of Board of Directors for business transactions to take place and motions to pass.

3.5    Officers and Duties

3.5.1    There shall be three (3) Board of Directors of the board, consisting of secretary and treasurer. Their duties are as follows:

3.5.2    The secretary shall convene regularly scheduled board meetings, shall preside or arrange for other members of the board at each meeting.

3.5.3    The secretary and treasurer shall be responsible for keeping records of board actions, including overseeing the minutes, sending out announcements, assuming the records are maintained, make a budget report at each meeting, and prepare the budget.

3.5.4    The Board of Directors shall perform special duties as agreed with the board.

3.6    Resignation and Termination

3.6.1    A resignation from the board must be in writing and received by the secretary.

3.6.2    A board member shall be terminated from the board due to missing three (3) consecutive board meetings or more than forty percent (40%) of meetings in a year. A board member may be removed for other reasons by one hundred percent (100%) vote of the remaining board.    

ARTICLE 4 – COMMITTEES

4.1    Committee Formation

    The board may create committees as needed. The board Chair appoints all committee chairs.

ARTICLE 5 – DIRECTOR AND STAFF

5.1    Executive Director

    The executive director is hired by the board. The executive director has day-to-day responsibilities for the organization, including carrying out the organization’s goals and policies. The executive director will attend all board meetings, report on the progress of the organization, answer questions of the board members and carry out additional duties designated by the board.

ARTICLE 6 – PARLIAMENTARY AUTHORITY

6.1    Consensus

    The procedures described and explained in Susskind and Cruikshank, Breaking Robert’s Rules: The New Way to Run Your Meeting, Build Consensus, and Get Results, that empowers the assembly to reach consensus of 1) a general agreement, 2) the judgment arrived at by most of those concerned, or 3) group solidarity in sentiment and belief, by collectively working toward a shared solution as expressed by “overwhelming agreement. [page 19]. In case the solution is not supported uniformly, then a minority position is acknowledged, and if necessary to vote, a 80% majority is needed to carry. All consensus agreements are to be summarized before leaving the subject.

ARTICLE 7 – NONDISCRIMINATION POLICY

7.1    TOLERANCE

7.1.1    The Veditz Center is an Equal Opportunity/Affirmative Action employer. The organization will not tolerate discrimination against any employee or board member because of race, color, national origin or ancestry, gender, sexual orientation, age, religion or disability.

ARTICLE 8 – AMENDMENTS TO BYLAWS

8.1    AMENDMENTS

    Any proposed amendments to the bylaws must be presented in writing to the Secretary two weeks prior to a regular and/or special meeting and the board shall have the power, by the consensus agreement of the quorum, to alter, amend or repeal such bylaws at any time.

ARTICLE 9 – DISSOLUTION

9.1    DISSOLUTION

In the event of the dissolution of the Veditz Center and after the payment or the provision for payment of all the liabilities of the Corporation, the board in its sole discretion shall transfer all net assets of the Veditz Center exclusively for the purpose of the Veditz Center in shares to be determined by the board of directors to any organization by and for the Deaf community which has a Internal Revenue Service 501(c)(3) tax exempt status during the year the dissolution occurs. Any assets not disposed of will be will be disposed of by a court of competent jurisdiction in the county in which the principle office of the Corporation is then located.