Adopted April 13, 2015
Amended and Adopted January 10, 2017
Article I Name
The name of the organization shall be Family Pride Network, hereinafter referred to as FPN.
Article II Non-Profit Status
The Organization is organized exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended, or the corresponding provision of any future United States Internal Revenue Laws.
Article III Object
The object of FPN is to provide resources and a community of support for LGBTQ-headed families and prospective LGBTQ parents in the state of Ohio through educational programming and social networking. Resources can include, but are not limited to, family planning, financial planning, legal, medical, spiritual, literary, public and private education, playgroups, childcare, and support groups.
Article IV Members
A. Any persons shall be eligible for membership who is interested in the object of FPN and who meets the requirements for membership.
a. Active Members: Active members shall self-identify as LGBTQ or an ally of the LGBTQ community, and live in the state of Ohio. The dues for active members shall be $10 annually per household. Active members will not have voting privileges, but have the right to serve as a Committee Chair. At the Member’s request, the Board of Directors shall have the right to waive said member’s annual dues for financial hardship.
b. Professional Members: Professional members are organizations that do business in or serve the State of Ohio and are advocates of serving the LGBTQ community. The annual dues for professional members shall be $100 for for-profit organizations and $50 for non-profit organizations. Only professional members will have the right to advertise on the FPN website or within FPN printed publications, sponsor FPN events, or in any way solicit FPN members at an FPN sponsored event. Professional members will not have voting privileges, but have the right to serve as a Committee Chair. Board of Director’s shall have the right to waive a Professional Member’s annual dues for appropriate circumstance.
c. Board Members: Board Members are elected officers that are in good standing. The dues for board members shall be a minimum of $200 annually or a pro rata amount thereof for a partial year.
B. Dues are paid at the time of membership application. Membership is effective immediately, and valid for twelve months after the month of application. Members shall remain active for a grace period of 30 days past the expiration of their annual membership if the renewal dues have not been received. If the dues are received during the 30-day grace period, membership shall be retroactive to the beginning of the month in order to prevent a lapse in active membership.
C. A member may resign in writing, but is not entitled to a refund of membership dues.
D. The Board of Directors shall have the authority to revoke membership if said member is believed to be in violation of the requirements for membership, and/or is found to be disrespectful to the organization or one of its members.
E. The fiscal year shall be January 1 through December 31.
Article V Officers
A. The officers of FPN shall be a president, vice-president, secretary, treasurer, and at least two (2) directors-at-large.
B. There shall be a minimum of six (6) officers, but not more than twelve (12).
C. Qualifications: Board membership dues must be paid in full within 30-days of the beginning of the term; previous annual membership dues will be prorated for the remaining period, and applied to the Board membership dues. No spouses, domestic partners, family members or members of the same household can simultaneously serve as officers.
D. Term of Office: All officers shall serve for a term of one year or until their successors are elected. Terms shall begin on July 1 and end June 30. There is no limit to the number of terms that an officer can serve.
E. Duties of Officers: Officers shall perform the duties prescribed by these bylaws and by the parliamentary authority adopted by the organization.
F. Nomination and Election of Officers
a. For the purposes of establishing the first board of directors, the founding member of FPN, Joe Matessa, shall serve as the president and appoint the vice-president, treasurer, secretary and two directors-at-large on or before April 13, 2015.
b. All subsequent board member applications must be nominated by at least one (1) Active, Professional, or Board member.
c. Annual elections shall be held at the May meeting of the board of directors, except in the case of mid-term elections which shall be held at the meeting deemed appropriate by the president. Each of the nominees will have an opportunity to present themselves to the board for up to ten (10) minutes prior to the election.
d. A plurality of the officers shall elect. In the event there is but one nominee, the vote for that office may be taken by voice vote.
a. A vacancy in the office of president shall be filled by the vice president for the unexpired term of the president.
b. A vacancy in any other office shall be filled by the board of directors for the unexpired term.
c. If there are more than six (6) officers on the board, and a position is vacated, it is at the discretion of the board to fill the vacancy.
H. Removal of a Member from the Board: A member of the Board of Directors may be removed from office for cause by a vote of the majority of the Board of Directors.
I. Resignation: Any officer may resign at any time by giving written notice of such resignation to the Board. Unless otherwise specified in such written notice, such resignation shall take effect upon receipt thereof by the President of the Board.
J. A resigning or removed board member will not be entitled to reimbursement of any dues paid.
Article VI Meetings
A. Regular Meetings: The meetings for the board of directors shall be held on the second Wednesday of the applicable month unless otherwise ordered by the president. All meetings of the board, except for the Annual meeting, are closed to the general membership unless otherwise ordered by the president.
B. Annual Meeting: A meeting in August shall be known as the annual meeting for the purpose of strategic planning, receiving reports of the officers, the board of directors, and committees, and for any other business which shall properly come before the meeting. This Annual Meeting shall be open to all members, but portions thereof may be closed at the discretion of the president.
C. Special Meetings: Special meetings of the board of directors may be called by the president provided that notice shall be sent to all of the board members at least five (5) days prior to the date of the meeting. Notices shall include the specific items of business to be considered at the meeting.
D. Quorum: The quorum for meetings shall be fifty percent (50%) of the officers. A proxy vote may be submitted to the president prior to the start of the meeting in which the voting will occur.
Article VII Board of Directors
A. The board of directors shall consist of the elected officers, and the committee chairs.
B. The board of directors shall be responsible for the management and administration of FPN in all respects and for all purposes and shall have the power to conduct the business of the organization.
C. The board may employ an executive director whose duties and compensation shall be as specified by the board of directors by contract.
D. The board shall hold Regular Meetings bi-monthly during the months of July, September, November, January, March and May, unless otherwise ordered by the president. The board shall hold its Annual Meeting in the month of August. Special Meetings may be called by the president with five days’ notice. Such notice may be provided by email or telephone. A vote by any electronic means may be authorized by the president.
E. A dial-in or electronic option will be available for all meetings, upon request.
F. Officers are required to attend at least four (4) of the six (6) Regular meetings, and the Annual Meeting, during the term. If an officer begins their term mid-term, the required attendance will be prorated to two-thirds (2/3) of the remaining meetings. After the third missed meeting during a term (or as prorated for an officer elected mid-term), the the board shall vote to decide if the officer is removed.
Article VIII Standing Committees
a. Program Committee: The program committee shall be composed of an officer-appointed chair and its members. This committee shall plan and implement programs for FPN.
b. Marketing and Communications Committee: The marketing and communications committee shall be composed of an officer-appointed chair and its members. This committee shall be responsible for the FPN brand, oversight of the FPN website, Facebook account, twitter account and email communication, as well as the marketing and promotion of FPN and its events.
c. Development Committee: The development committee shall be composed of an officer-appointed chair and its members. This committee shall develop membership recruitment and retention programs, maintain the membership records, and coordinate all fundraising efforts.
B. Committees shall meet monthly on a recurring day of the week or specific date, as selected by the committee.
C. An officer may also serve as a committee chair.
D. Committee chairs do not have voting privileges, unless the committee chair is an officer.
E. Committee chairs have a term of one (1) year, unless otherwise determined. All terms will begin on the first of the month upon appointment.
F. Special committees: Special committees shall be appointed by the president or the board of directors as deemed necessary.
Article IX Indemnification
The Organization shall indemnify trustees, officers, employees, or agents of the Organization to the full extent permitted by the indemnification provisions of the laws of Ohio, as it may be amended from time to time. All of the rights, powers and limitations of indemnification provided under the laws of Ohio are incorporated by reference as a part of these Bylaws.
Article X Parliamentary Authority
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern FPN in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order FPN may adopt.
Article XI Amendments
These bylaws may be amended by the board of directors at any regular or special meeting of FPN by two-thirds vote, provided that the amendment has been submitted in writing at least one (1) week prior to the meeting.