Adirondack Voters for Change, Inc.
Most recent Ratification: 3/2/2025
BYLAWS
ARTICLE I: INTRODUCTION
Section 1: The name of this corporate entity is Adirondack Voters for Change, Inc.
Section 2: This corporation is a non-profit membership corporation chartered by the New York State Department of State.
Section 3: This corporation is a 501(c)(4) Social Welfare Organization.
Section 4: The principal address of this corporation is P.O. Box 988, Saranac Lake, New York 12983.
ARTICLE II: Vision and Mission Statement
- VISION: We envision a civil society that uses its wealth for the good of all people and the health of the planet.
- MISSION: The mission of the Adirondack Voters for Change is to promote changes in government and society that reflect humanitarian values while protecting and advancing existing rights and freedoms. We are issues-oriented and seek to achieve change through citizen engagement. Operating within the framework of the United States’ democratic system, we hold it accountable for recognizing equity for all people, safeguarding our environment, and addressing challenges through peaceful means such as dialogue, education, and consensus-building.
- Adirondack Voters for Change works to accomplish our mission through holding open community meetings and exchanges and informational presentations, expressing our viewpoints and those of like-minded individuals and groups through the use of letter-writing, phone-call and other media campaigns and organizing or sponsoring peaceful protests and marches.
ARTICLE III: MEMBERSHIP
Section 1: The membership of Adirondack Voters for Change Inc., shall consist of persons who are dedicated to the advancement of the vision and mission as set forth in Article II, and who become members upon payment of dues. The amount of dues is to be determined by the Board of Directors from time to time.
Section 2: Each member shall have one vote only at a meeting of the members.
Section 3: At annual meetings a quorum consists of the members present.
A majority of those present is required to pass a resolution.
ARTICLE IV: MEETINGS
Section 1: An annual meeting of members shall be held within three months of the end of the fiscal year, at a date, time and place to be determined by the Board of Directors, for the purpose of electing members to the Board of Directors, ratifying members of the Board of Directors and amendments to the bylaws (as provided in Section 3 of Article V and Article IX, respectively), and transacting such other business as may come before the meeting.
Section 2: The date, time and place of the annual meeting shall be sent out to the members by email and/or regular mail at least 14 days before the meeting.
Section 3: In addition to the annual meeting, regular meetings of the Board of Directors shall be held at least quarterly, at such dates, times and places decided by the Board at the Annual Meeting each year.
Section 4: Special Meetings may be called by a majority of the Directors or upon petition
to the Secretary by one-fifth of the members. Only such business as stated in the call for such a meeting shall be transacted.
Section 5: At meetings of the Board of Directors, a majority of the Board (half the members plus one) is necessary for a quorum, and a majority of the quorum is necessary to pass a resolution.
Section 6: The conduct of all meetings shall be governed by Robert’s Rules of Order as revised.
ARTICLE V: BOARD OF DIRECTORS
Section 1: All members of the Board shall be members of the corporation.
Section 2: The Board of Directors shall have the power to conduct, manage and control the affairs and business of the corporation and to create such committees as are deemed necessary.
Section 3: There shall be at least five (5) but no more than nine (9) directors, who, after the initial election of directors by the general membership, may be elected at any meeting of theBoard of Directors by affirmative vote of the majority of directors then in office, such elections to be ratified by the members at the next annual meeting.
After the initial election, where if necessary, each director shall draw lots for one, two, or three-year initial terms, each director shall serve a three (3) year term with no more than four (4) directors elected each year.
ARTICLE VI: OFFICERS
Section 1: All officers of the corporation shall be elected by the Board of Directors from their numbers for a term of two (2) years.
Section 2: Officers of the corporation shall be the President, Vice-President, Secretary and Treasurer.
Section 3: Directors shall receive no compensation as salary from the corporation. Under special circumstances to be approved by the Board of Directors, expenses may be paid for special activities on behalf of the corporation. Directors can resign from the Board by a written letter to the Board. Any director who misses four consecutive designated board meetings is subject to possible dismissal from the Board.
Section 4: Powers and Duties of Officers:
a. The President shall be the chief and presiding officer, who shall sign, as President, with one other officer, all contracts and other instruments.
b. The Vice-President shall assume the duties of the President in the President’s absence or inability, and assume such duties assigned from time to time by the Board of Directors.
c. The Secretary shall:
1. Keep records and minutes of all board and membership meetings.
2. Keep the membership roll showing the name of each member and pertinent information relative to each member.
3. Sign, where required, corporate papers in conjunction with the President.
d. The Treasurer shall:
1. Be the custodian of all funds of the corporation, depositing such funds in corporation accounts in banks designated by the Board of Directors.
2. Disburse funds (other than petty cash) as prescribed by the Board of Directors.
3. Keep records of all funds deposited and disbursed, and report same to the Board of Directors at each board meeting, and to the members at the Annual Meeting.
4. Fulfill the financial reporting of any required forms, including tax forms, if necessary.
5. Cooperate with any audit of organizational records, as prescribed by the Board of Directors.
ARTICLE VII: COMMITTEES
Section 1: New committees must be approved by the Board of Directors.
Section 2: The President shall be a member, ex-officio, of all committees.
ARTICLE VIII: FISCAL YEAR
Section 1: The fiscal year shall begin on January 1 and end on December 31.
Section 2: Financial records shall be open for inspection upon the reasonable request of any member.
ARTICLE IX: AMENDMENTS
These bylaws may be amended at any annual meeting of the members or at any other meeting of the members called for that purpose, by a vote of the majority of the members. The Board of Directors may also recommend the adoption of an amendment at any time, but such amendments must be ratified by the members at their next annual meeting.
ARTICLE X: DISSOLUTION OF THE CORPORATION
Any funds remaining upon the dissolution of the corporation shall be disbursed in line with the vision and mission statements of the corporation.
Adirondack Voters for Change 