top of page

BYLAWS FOR 

MAUMELLE FRIENDS OF THE ANIMALS, INC.

​

 

Adopted May 8, 2023


 

ARTICLE I - INTRODUCTION

 

The name of this corporation is Maumelle Friends of the Animals, Inc., which is incorporated as a non-profit corporation under the laws of the State of Arkansas. 


 

ARTICLE II- NON-PROFIT PURPOSE

 

Section 1. General Purpose. The organization shall be operated exclusively for one or more of the purposes as specified in Section 501(c)(3) of the Internal Revenue Code.

 

Section 2. Specific Objectives and Purposes. The specific objectives and purposes of the organization shall be to equip citizens and help animals in need, creating a safer community through nonprofit activities including but not limited to the following:

  • Helping reduce the future population of unwanted animals in our community by assisting with the expenses of spaying/neutering of animals within the community. 

  • Providing assistance with “pet visits” to local events, promotions, and any potential adopters. 

  • Helping educate the public concerning animal care and security.

  • Fundraising for the purpose of promoting better animal care and security in the Maumelle area.

  • Exercising all powers conferred by the laws of the State of Arkansas upon nonprofit corporations.

 

Section 3. Limitation of Methods. This Corporation shall be non-profit, non-partisan, and non-sectarian.


 

ARTICLE III - BOARD OF DIRECTORS

 

Section 1. Definitions. The terms “director” and “member” are used interchangeably in these bylaws.

 

Section 2. Composition. The Board of Directors shall consist of a least three (3) and not more than twelve (12) members who shall be elected. All Directors shall be volunteers in good standing of the organization and shall maintain participation standards during their terms in office. All Officers (see Article IV) are Directors. Directors shall serve without compensation.

 

Section 3. General Authority. The affairs of the Corporation shall be managed and controlled by a Board of Directors. 

 

Section 4. Candidate Eligibility Criteria. Volunteers put forth by the Nominating Committee for election must be active participants in good standing and must have agreed to accept the responsibilities of a directorship. An active participant in good   standing must meet the following criteria: participate in 50% of organization events over the course of six months and give an annual financial donation to the organization. 

 

Section 5. Elections. Board members shall be elected at the annual meeting from a single slate prepared by the Nominating Committee. One-third (1/3) of the Directors shall be elected each year.  Directors may succeed themselves. There shall be no nominations from the floor. 

 

Section 6. Term of Office. Directors shall be elected to serve a term of three (3) years, with a limit of two (2) consecutive terms  and a year off before returning.  

 

Section 7.  Resignation. A Director may resign at any time by giving written, including electronic mail, notice to the president or secretary. Such resignation shall take effect at the time specified therein and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

 

Section 8. Removal. Any Director may be removed by a two-thirds (2/3) vote of the remaining Directors whenever, in their judgment, the best interest of the Corporation would be served thereby.

 

Section 9.  Vacancies. Any vacancy occurring in the Board of Directors shall be filled by majority vote of the remaining Directors from a single slate presented by the Nominating Committee. Persons so elected shall serve the unexpired term of their predecessor and shall be eligible for re-election.

 

Section 10. Expectations. Directors shall miss no more than one (1) quarterly meeting, participate in at last 50% of organization events during one calendar year, and give a financial donation that is meaningful to them.

 

Section 11. Board Meetings. There shall be quarterly Board meetings.

 

Section 12. Quorum. Members of the Board of Directors present and voting shall constitute a quorum (one more than half the BOD).  A majority of votes cast from that quorum on any matter shall be necessary for its adoption.



 

ARTICLE IV - OFFICERS

 

Section 1.  Officers. The Officers of the Corporation shall be the President, Vice President, Secretary, and Treasurer.

 

Section 2. Elections. Officers shall be elected at the annual meeting from a single slate prepared by the Nominating Committee. Officers may succeed themselves.  There shall be no nominations from the floor. 

 

Section 3. Candidate Eligibility Criteria. Volunteers put forth by the Nominating Committee for election must be active participants in good standing and must have agreed to accept the responsibilities of a directorship. An active participant in good standing must meet the following criteria: participate in 50% of organization events over the course of the fiscal year and give an annual financial donation to the organization. 

 

Section 4. Term of Office. Officers shall be elected to serve a term of three (3) years, with a limit of two (2) terms and a year off before returning.

 

Section 5.  President. The President shall perform the duties commonly indicative to the office of the president including, but not limited to, presiding at all Board meetings.

 

Section 6.  Vice President. The Vice President shall perform the duties of the President in the absence or disability of the President and other such duties as the President and Directors may designate.

 

Section 7.  Treasurer. The Treasurer is responsible for the following:

  1. Performing the duties commonly incident to the office of the treasurer and other such duties as the President or Directors may designate

  2. Receiving all funds belonging to the Corporation and depositing them into the bank account.  

  3. Paying all bills approved by the Board of Directors. 

  4. Maintaining an accounting of monies designated for certain categories. 

  5. Presenting a monthly financial report to the Board. 

  6. Keeping all records and filings related to the finances of the Corporation. 

  7. Filing the corporate taxes at the end of each year.

 

Section 8.  The Secretary shall perform the duties commonly incident to the office of secretary. The Secretary shall keep the minutes of the meetings of the Board of Directors, notify members of the Board and officers of their election, and perform such other duties appropriate to the office as may be designated by the Board of Directors.

 

Section 9. Executive Committee. The President, Vice President, Secretary, and Treasurer shall comprise the Executive Committee.

 

Section 10. Directors. All Officers shall be voting members of the Board of Directors. 

 

Section 11.  Resignation. An Officer may resign at any time by giving written, including electronic mail, to the president or secretary. Such resignation shall take effect at the time specified therein and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

 

Section 12. Removal. Any Officer may be removed by a two-thirds (2/3) vote of not less than half (½) of the remaining Directors whenever, in their judgment, the best interest of the Corporation would be served thereby.

 

Section 13.  Vacancies. Any Officer vacancy shall be filled by majority vote of the remaining Directors from a single slate presented by the Nominating Committee.  Persons so elected shall serve the unexpired term of their predecessor and shall be eligible for re-election.

 

ARTICLE V - COMMITTEES

 

Section 1.  Each committee shall meet once a month or as needed. Each Committee shall submit an update to the Board of Directors by the end of each month. Each committee will present reports at quarterly Board Meetings.  

 

Section 2. Standing Committees:

  1. Executive 

  2. Fundraising & Events

  3. Communications & Education

  4. Snip ‘n Chip

  5. Fences for Fido

  6. Nominating Committee

  7. Bylaws Committee

 

Section 3. New Committees. Committees may be added, at the decision of the Directors. 


 

ARTICLE VI - NOMINATING COMMITTEE

 

Section 1.  Committee Chairs will propose selections for the Nominating Committee. At the regular October meeting, the President shall appoint a Nominating Committee of three (3).  The President shall designate the Chairperson of the Nominating Committee.

 

Section 2.  The Nominating Committee shall be responsible for presenting a single slate of Officers and Board Members, whose terms are expiring, to the Board at the annual Board of Directors meeting. 

 

Section 3. Process. The Nominating Committee shall use the established eligibility criteria from Article III and Article IV.


 

ARTICLE VI - MEETINGS 

 

Section 1.  Annual Meeting. The annual meeting of the Board of Directors of the Corporation shall be held during the fourth quarter of each year.  The time and place shall be fixed by the Board of Directors and notice thereof shall be posted at least ten (10) days prior to said meeting. The slate of Board Members and Officers as well as the following year’s budget shall be voted on. Board Members who attend the annual meeting may cast votes.  

 

Section 2. Committee Meetings. Committee Chairpersons may call meetings, as needed, for purposes specific to their committee’s activities.

 

Section 3.  Quorum. Members of the Board of Directors present and voting shall constitute a quorum (one more than half the BOD).  A majority of votes cast from that quorum on any matter shall be necessary for its adoption.


 

ARTICLE VII - FINANCES

 

Section 1.  All money paid to the organization shall be placed in the organization’s bank account.  

 

Section 2. The Treasurer is responsible for the following:

  1. Receiving all funds belonging to the Corporation and deposit them into the bank account.  

  2. Paying all bills approved by the Board of Directors. 

  3. Maintaining an accounting of monies designated for certain categories. 

  4. Presenting a monthly financial report to the Board. 

  5. Keeping all records and filings related to the finances of the Corporation. 

  6.  Filing the corporate taxes at the end of each year.


 

Section 2. A budget of estimated expenses for the coming year shall be compiled by the Executive Committee and submitted for approval at the annual meeting.

 

Section 3.  Funds shall be used only to accomplish the objectives and purposes specified in these by-laws, and no part of said funds shall be distributed to the members of the corporation.  

 

Section 4.  Upon dissolution of the corporation, any funds remaining shall (first) be dispensed to cover outstanding expenses and (second) be given to the control of a certified Arkansas non-profit that shares similar goals as this organization.

 

Section 5. By resolution of the board of Directors, in each instance, Board Members may be reimbursed for expenses incurred for the purpose of organization activity.


 

ARTICLE VIII - PARLIAMENTARY AUTHORITY

 

The most current edition of Roberts Rules of Order shall be the final source of authority in all questions of parliamentary procedure when such rules are not inconsistent with the Charter of By-Laws of the Corporation.

 

ARTICLE IX – AMENDMENTS

 

These Bylaws may be altered, amended, or repealed and new by-laws may be adopted by a two-thirds (2/3) of the Directors at any regular meeting or at any special meeting, if a least ten (10) days written notice is given to all Board Members of intention to alter, amend, or repeal, or to adopt new by-laws at such meeting.

 

ADOPTED THIS 8th DAY OF MAY, 2023, by majority vote of the Board of Directors.

bottom of page