This Bylaws drafted and ratified on November 19, 2013,
supersede and replace the
previous Constitution and Bylaws dated February 28, 1990.
ARTICLE I: NAME
The name of this non-profit organization shall be the “47” Alumni Association of the Deaf, Inc., hereafter referred to as 47AAD.
ARTICLE II: PURPOSES
In addition to the purposes set forth in Article 3 of the Certificate of Incorporation, the objectives of 47AAD shall be to foster closer liaisons with “47” The American Sign Language and English Lower School and “47” The American Sign Language and English High School, located at 225 East 23rd Street, New York, NY 10010, and to promote interaction with alumni and members. In furtherance of these Purposes, 47AAD shall engage in the following Objectives, Programs and Solicitations:
Section A – Objectives
The “47” Alumni Association of the Deaf, Inc. (47AAD) shall:
1. Communicate its programs, plans, and goals to its members.
2. Build and support, and foster leadership among members.
3. Safeguard and enhance the quality of education for deaf, hard of hearing, children of deaf adults (CODA) and hearing students.
4. Promote and preserve Deaf culture through events.
5. Engage in fundraising and socialization opportunities.
6. Support the school’s program in various ways.
Section B – Programs
The 47AAD shall develop and promote education, collect membership dues, and host affairs for the strength and growth of its membership.
Section C – Solicitations
The 47AAD shall solicit and receive funds and shall be a self-financing non-profit association; it shall conduct its activities without pecuniary profit to any individual.
ARTICLE III: MEMBERSHIP
All persons who are members of 47AAD shall be dedicated to carrying out the broad objectives of 47AAD. The Membership shall consist of Alumni Members, Social Members, Emeritus Members, and Honorary Members.
Section A – Alumni Members
Membership will be composed of graduates or students who have attended the school for at least a year, including current students.
Section B – Social Members
Social members who do not meet the criteria listed in Section A may be considered eligible to join, but may not have a voice, nor may they hold an office.
Section C – Emeritus MembersEmeritus members who have previously served on the Board of Governors with distinction and excellence and who retain an active interest in the work of the 47AAD. Emeritus members may serve without terms and may continue to serve as long as they retain an active interest in the work of the 47AAD. Emeritus members may end their terms at any time.
Section D – Honorary Members
The Board of Governors shall have the option of selecting Honorary Members for 47AAD lifetime memberships with no voting rights and are not required to pay dues. Honorary Members shall not have a voice and they may not hold an office, nor become members of the officers and their presence shall not be included in determining a quorum.
Section E – Benefits
The benefits of membership shall include:
a. A newsletter at least three times per year.
b. Right to attend all membership meetings.
c. Right to hold office (except for social members and honorary members).
d. Voting rights at the general meetings (except for social members and honorary members).
Section F – Regulation
Only active voting members with valid “47″ Alumni Memberships and Honorary Memberships shall be permitted to make motions, run for office or vote at “47” Alumni general meetings.
Section G – Membership Dues
1. Payment of dues shall be required of all Alumni Members, Social Members, andEmeritus Members.
2. The amount of annual dues shall be determined by the Board of Governors.
ARTICLE IV: OFFICERS
Section A
The officers of 47AAD shall consist of the President, the Vice President, the Secretary and the Treasurer, each of whom must be members of the Association holding valid Alumni Membership in good standing, must reside in the Metro New York area, must be Deaf and must have been a member of 47AAD for at least one year at the time he/she takes office.
Section B – Election and Terms of Offices
1. The officers shall be elected by 47AAD members having the right to vote at the annual meeting of the Association.
2. The officers shall be elected by a majority vote of all members present and voting.
3. The term of office for all officers shall be for two years, with up to five re-elections for a total of six terms in each office.
Section C – Duties of Officers
(1) The President shall:
1. Appoint 9 board members, including a parliamentarian, a member-at-large and a liaison.
2. Be an ex-officio member of all standing committee except the Nominating Committee.
3. Preside at all meetings of the Association and the Board of Governors.
4. Except where otherwise provided, appoint chairpersons for all committees, subject to the approval of the Board of Governors.
5. Call emergency Board of Governors meetings and “47”Alumni General Meetings at
any time.
6. Perform all the usual and customary duties pertaining to this office.
(2) The Vice President shall:
1. Preside in the absence, or inability to act, of the president at meetings of the Association and Board of Governors.
2. Perform the duties of the President when necessary due to the absence, or inability to act, of the president.
3. Serve as chairperson of the Law Committee and act as its representative.
4. Perform other duties as assigned by the president or the Board of Governors.
(3) The Secretary shall:
1. Attend all meetings of the Association and the Board of Governors.
2. Keep accurate records of all meetings of the Association and Board of Governors.
3. Serve as custodian of the Association records and meeting minutes.
4. Prepare the agenda and minutes for all meetings of the Association and Board of Governors.
5. Sign all such records and reports and handle pertinent correspondence and various committee reports.
6. Ensure the correct maintenance of the membership rolls and issue all meeting notices.
a) Notices to the appropriate parties shall be mailed at least two weeks prior to the meeting.
b) Notices shall contain all information, such as the agenda, location, directions and contact information.
(4) The Treasurer shall:
1. Have custody of all financial affairs and financial records of the organization.
2. Receive and deposit all funds and membership dues at a designated bank to the credit of the organization.
3. Render an accurate account of all financial transactions and financial condition of the organization whenever requested.
4. Have checks or payments countersigned by the President or the Vice President, if necessary.
5. Be responsible for monthly and annual audits by auditors.
6. Appoint a Head Auditor and two auditors with the Board of Governors approval.
Section D – Installation of Officers
1. All newly elected officers shall be installed immediately after the election during the “47” Alumni annual meeting.
2. Before accepting the office, each officer shall be required to agree to the full responsibilities as stated in the Constitution and Bylaws.
3. All newly elected officers shall begin their terms starting in January following the fall “47” Alumni annual meeting.
Section E – Removal from Office
1. All officers of the “47” Alumni Association of the Deaf, Inc. are subject to removal from office by a vote of two-third of those present and voting at a legally-called Board of Governors meeting for any of the following reasons:
a) Revocation of membership
b) Malfeasance (wrongdoing or misconduct) of the position
c) Neglect of duty
d) Misuse of association funds
2. To request the removal of an individual from office, formal request must be written and signed by the person or party seeking the officer’s removal and presented to the Board of Governors.
a) The officer shall be given a fair chance to defend his or her actions before the Board.
b) The decision of the Board of Governors shall be final and binding.
c) The officer whose removal is sought shall not be entitled to vote.
3. Should the Board of Governors vote for the removal of an officer, the removal shall be effective immediately. Upon such removal, at the same meeting, the newly vacated office shall be filled in accordance with the procedures for filling vacancies in office..
Section F – Vacancy in Office
1. In the event of a vacancy in the office of the President for any reason, the Vice President shall assume the office of President for the remainder of the term.
2. Should for any reason the office of the vice president, secretary and/or treasurer become vacant, a new such officer shall be appointed by the Board of Governors from within the Board to serve the remainder of the term.
ARTICLE V: THE BOARD OF GOVERNORS
Section A – Board Membership
The Board of Governors shall consist of the president, who shall be the chairperson, the vice president, secretary, treasurer and nine additional board members appointed by the President (including a parliamentarian, a liaison, and members-at-large).
Section B – Duties
The Board of Governors shall be responsible for the management and administration of business and affairs of 47AAD.
Section C – Powers
The Board of Governors of this association has the power to:
a) Replace or appoint officers and other positions
b) Decide the budget of this association
c) Call and conduct “47” Alumni General Meetings
d) Decide on all business and affairs of 47AAD.
Section D – Meetings of the Board
1. Three officers and at least five other members of the Board, for a total of eight people, shall constitute a quorum.
2. Except as otherwise provided herein or by law any action of the Board shall require a majority vote of all members of the Board then present and voting.
Section E – Removal from Office
1. Any member of the Board of Governors who is absent three consecutive times shall be automatically removed unless valid reason for such absence is provided within thirty days of the third consecutive absence. The determination of whether or not the proffered reason is valid shall be made by a majority of all Board Members present and voting, other than the member whose removal is pending.
2. Notice of impending automatic removal shall be send by the secretary within 10 days of two consecutive absences.
3. Board members may also be removed from office by a vote of two-third of those present and voting at a legally-called Board of Governors meeting for any of the following reasons:
a) Revocation of membership
b) Malfeasance (wrongdoing or misconduct) of the position
c) Neglect of duty
d) Misuse of association funds
4. Except in the case of automatic removal as hereinbefore provided, to request the removal of an individual from office, formal request must be written and signed by the person or party seeking the Board Member’s removal and presented to the Board of Governors.
a) The Board Member shall be given a fair chance to defend his or her actions before the Board.
b) The decision of the Board of Governors shall be final and binding.
c) The individual whose removal is sought shall not be entitled to vote.
5. Should the Board of Governors vote for the removal of an officer, the removal shall be effective immediately. At the same meeting, the newly vacated office shall be filled in accordance with the provision for filling vacancies in office.
Section F – Vacancy in Office
In the event of a vacancy on the Board of Governors for any reason, a new member of the Board shall be selected by the Board of Governors to serve for the remainder of the term.
ARTICLE VI: STANDING COMMITTEE
1. There shall be six standing committees:
• Law Committee
• Fundraising Committee
• Nominating Committee
• Public Relations Committee
• Auditing Committee
• Awards Committee
2. The chairperson of each committee shall report to the Board of Governors.
3, All committees shall have at least 3 members.
ARTICLE VII: THE LAW COMMITTEE
Section A – Purpose
The law committee shall be responsible for reviewing the Bylaws for the purpose of considering any additions and/or revisions deemed necessary and advisable by the law committee, such as:
a) Evaluating situations and resolutions
b) Studying the Bylaws and Rules and Regulations of the Association.
c) Making recommendations to the Board of Governors for revisions to the Bylaws and for changes in facilitating the operations, business and affairs of 47AAD.
Section B – Committee Membership
The Law Committee shall consist of the vice president, who shall serve as the Chairperson, along with five members of the Board of Governors as appointed by the vice president.
Section C – Procedure
1. This committee shall prepare resolutions, amendments and revisions to be submitted at the Board of Governors meeting for approval a month prior to the General Meeting.
2. All recommendations of the Law Committee shall be sent, either via email or letter, to each member on the Board of Governors in documented form by the Chairperson of the Law Committee within a month prior to the next board meeting.
3. At that board meeting, the board shall review the recommendations and act upon them.
Section D – Meetings of the Committee
1. Provided the President believes there is sufficient reason to hold a Law Committee meeting, he/she shall call one at least 45 days prior to the next board meeting at a site and place convenient to the participants.
2. If the president does not feel there is sufficient reason and the chairperson of the Law Committee feels otherwise, the vice president shall:
a) Poll the Board of Governors in writing to determine the next steps.
b) If the majority of the board does not favor a meeting, the president shall notify the the chairperson and the decision shall be final. If the majority of the board does favor a meeting, the meeting shall be held.
Section E – Vacancy in Office
In the event of a vacancy in the office of this Committee, a new member of the committee shall be appointed by the vice president from among the members of the Board.
ARTICLE VIII: THE FUND-RAISING COMMITTEE
Section A – Purpose
The Fundraising Committee shall be responsible for the general supervision of the 47AAD funds, planning fundraising strategies and presenting a projected budget for each fiscal year.
Section B – Committee Membership
The Fundraising Committee shall consist of one president-appointed Board of Governors member to serve as chairperson. This chairperson shall then appoint five committee members who may either be from the Board of Governors or from the membership at large.
Section C – Responsibilities
1. The Fundraising Committee shall plan ways and means of raising funds that are approved by the Board of Governors. These methods of raising funds shall not conflict or be operated in a manner that competes with other special funds of 47AAD and/or any fund raising by other associations for or the Deaf community.
2. The Fundraising Committee shall report regularly to the Board of Governors and at the “47” Alumni General Meeting.
3. The Board of Governors shall regularly review the Fundraising Committee’s fiscal budgeting and funding policies and planned spending programs in order to implement and enable the committee to carry out its responsibilities.
Section D – Limitation on Powers
The Fundraising Committee shall have no authority, whatsoever, to collect, deposit or disburse the funds of this association unless authorized to do so by the Board of Governors.
Section E – Meetings
Fundraising committee meetings shall be held at every Board of Governors meeting and “47” Alumni General Meetings following the same procedure as when calling for a Law Committee meeting.
Section F – Vacancy in Office
In the event of a vacancy in the office of the Chairperson of this Committee, a new Chairperson of the committee shall be appointed by the president from among the members of the Board. In the event of a vacancy in the office of any other member of this Committee, a new member shall be appointed by the Chairperson from among the members of the Board or from the membership at large.
ARTICLE IX: THE NOMINATING COMMITTEE
Section A – Purpose
The purpose of the Nominating Committee shall be to receive and verify nominations for office candidates, and direct the elections at the same biennial General Meeting, immediately following the verification of nominations.
Section B – Committee Membership
The Nominating Committee shall consist of the immediate past president as chairperson, and four other members from the Board of Governors and/or membership at large appointed by thepresident -immediate past president-Board of Governors who shall serve as tellers. In the event that the immediate past president is deceased, or no longer a member of the Association, or otherwise unavailable to serve, either the President shall appoint a member to serve in his/her place, or the Board of Governors shall elect from outside the board a member to replace him or her, as applicable.
Section C – Procedure
1. Nominations shall be received from the membership at large at the biennial General Meeting.
2. Open discussion and support of each candidate will be held during the General Meeting prior to election. During this discussion, all candidates are required to leave the meeting room.
Section D – Vacancy in Office
In the event of a vacancy in the office of the Chairperson of this Committee, a new Chairperson of the committee shall be appointed by the president from among the members of the Board. In the event of a vacancy in the office of any other member of this Committee, a new member shall be appointed by the members of the Board or from the membership at large.
ARTICLE X: THE PUBLIC RELATION COMMITTEE
Section A – Purpose
The general purpose of the Public Relations Committee is to keep in contact with 47AAD members and “47” The American Sign Language and English Lower School, “47” The American Sign Language and English High School and other organizations serving deaf people. The committee shall focus on public relations with “47” The American Sign Language and English Lower School and “47” The American Sign Language and English High School.
The Public Relations Committee shall also be in contact with other organizations serving deaf or hard of hearing people to serve as community alliances and resources for each other.
Section B – Committee Membership
The Public Relation Committee shall consist of the president as chairperson, the vice president and another Board of Governors member chosen by the president from among the Board and/or members at large.
Section C – Vacancy in Office
In the event of a vacancy in the office of any member of this Committee, other than the chairperson? a new member shall be appointed by the President OR Board of Governors from among the members of the Board or from the membership at large.
ARTICLE XI: THE AUDITING COMMITTEE
Section A – Purpose
The general purpose of the auditing committee is to audit the treasurer’s reports, books, and records every month.
Section B – Committee Membership
The Auditing Committee shall consist of a head auditor and two auditors appointed by the Treasurer with the Board of Governors approval.
Section C – Responsibilities
1. The Auditing Committee shall validate the report between the chairperson of the Standing Committee and the treasurer.
2. Two out of three auditors must endorse the treasurer’s reports.
3. The Auditing Committee shall audit the treasurer’s accounts every three months, and again at the close of the fiscal year. The committee shall then report to the Board of Governors at each meeting and at the General Meeting.
Section D – Vacancy in Office
In the event of a vacancy in the office of any member of this Committee, other than the treasurer, a new member shall be appointed by the Board of Governors from among the members of the Board or from the membership at large.
ARTICLE XII: THE AWARDS COMMITTEE
Section A – Purpose
The general purpose of the Awards Committee is to evaluate and choose individuals for award considerations. The Awards Committee shall be responsible for award recipient recommendations and selections.
Section B – Committee Membership
The Awards Committee shall consist of a president-appointed Board of Governors member, who shall then serve as the chairperson and appoint at least three committee members from the Board of Governors and/or membership at large.
Section C – Responsibilities
The Award Committee shall evaluate written nomination forms received from members and select award recipients as outlined in Sections D and E.
Section D – Alumni Awards
1. “47” Hall of Fame Award – A Deaf person who graduated from PS47/JHS 47 and has shown extraordinary leadership within the Deaf community.
2. Humanitarian Award – a Deaf person, who has been an exemplary Deaf model, is full of energy and enthusiasm, shows concern for the welfare of the Deaf community, and does not have a college degree.
3. Man of the Year Award – A Deaf or Hard of Hearing man who has devoted time to working closely with the Deaf community.
4. Woman of the Year Award – A Deaf or Hard of Hearing woman who has devoted time to working closely with the Deaf community.
5. Young Alumni Achievement Award – A graduate of JHS 47 within the past 15 years who has achieved extraordinary accomplishments in higher education and/or in the professional field.
Section E – Recognition Award
1. “47” Alumni Special Honor Award – Given to an individual who has shown extraordinary talent and energy in being a trailblazer.
2. Achievement Award – Given to a person who has achieved extraordinary accomplishments in his or her profession.
3. Award of Appreciation – Given to an individual who has demonstrated interest and performed work in enhancing the education of Deaf people.
4. Dedication Award – Given to an individual who has been dedicated to working closely with the school and/or the Deaf community.
5. Former Staff Recognition Award – Given to a former staff person who was a diligent worker.
6. PTA Parent Award – Given to a PTA parent who has taken initiative in helping the school reach its potential.
7. Special Award to Former Principal – Given to a former principal who served many years as an outstanding educator and role model.
8. Special Dedication to “47” Award – Given to a person devoted to “47” Alumni activities.
9. Special Extraordinary Dedication Service Award – Given to an individual who has shown outstanding and steadfast work for “47” Alumni.
10. Special Thank You Award – Given to an individual who has been instrumental in keeping the school as a better place to be.
11. Staff Recognition Award – Given to a staff member who has demonstrated interest and performed work in educating “47” students.
Section F – Vacancy in Office
In the event of a vacancy in the office of chairperson of this committee, a new chairperson shall be appointed by the president from among the Board. In the case of a vacancy in the office of any member of this Committee, other than the chairperson a new member shall be appointed by the chairperson from among the members of the Board or from the membership at large.
ARTICLE XIII: MEETINGS
Section A
1. The “47” Alumni General Meeting shall be held once a year.
2. Special meetings will be held whenever necessary, at the Board of Governors’ discretion.
3. Board of Governors meetings shall be held monthly or bimonthly, the frequency determined by the president. No meetings shall be held during the summer.
4. The Nominating Committee meeting shall be held at least two months before the fall meeting.
5. Elections shall be held at the fall meeting after all regular business has been completed.
6. The quorum at all general meetings shall consist of 50% of the membership in good standing of record at the time of the meeting.
ARTICLE XIV: VOTING
When voting on any and all affairs of 47AAD, issues shall be decided by a simple majority vote of present voting members unless otherwise stated in these Bylaws.
ARTICLE XV: AMENDMENTS
Section A
Five active members may initiate a request for amending the Bylaws; the request must be submitted in writing to the Law Committee. Such requests shall be presented to the membership at the next general meeting or a special meeting, may be called for this purpose.
Section B
An affirmative vote of two-thirds of the members of the entire Board of Governors (including vacancies) present and voting at a legally constituted meeting of the Board is required to amend, modify, alter or repeal the articles of these Bylaws.
ARTICLE XVI: DISSOLUTION
Section A
Subject to compliance with the provisions of the Certificate of Incorporation, with all provisions of law in effect at the time, and subject to an Order of a Justice of the Supreme Court of the State of New York if required by law, the 47AAD may be dissolved upon an affirmative vote of two-thirds of voting members present at a legally called general meeting.
Section B
Subject to the provisions of Articles 7 and 8 of the Certificate of Incorporation, in the event of dissolution of 47AAD, all assets, photographs, artifacts, and property shall revert to “47” The American Sign Language and English Lower School and “47” The American Sign Language and English High School equally and/or go to Gallaudet University Deaf Collections and Archives, Washington, D.C., by the decision of the Board of Governors and membership at the General Meeting, provided that such organization(s) is/are qualified under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended.
ARTICLE XVII: MISCELLANEOUS MATTERS
Section A – Liability
47AAD shall not be liable for any accidents, injuries, illness or deaths to any members participating in “47” Alumni affairs or at its events, and members do so entirely on their own risk.
Section B – Parliamentarian
The president at the first meeting following the election of new officers shall appoint a parliamentarian to advice on constitutional consistency at every meeting.
Section C – Members-at-Large
The President at the first meeting following the election of new officers shall appoint members-at-large to help moderate the meetings.
Section D – Membership Drive
The President at the first meeting following the election of new officers shall appoint
a Membership Drive coordinator who shall be responsible to recruit and notify active and inactive members of dues. The Membership Drive Coordinator shall:
1. Maintain records of those who paid dues and work with the treasurer to verify payments.
2. Mail out the newsletter to members.
Section E – Liaison
The President, at the first meeting after the election of new officers, shall appoint a liaison from the Board of Governors to be responsible for ensuring communication and cooperation between 47AAD and other organizations. The liaison shall:
1. Make recommendations and report to the Alumni Board of Governors about meetings that have taken place.
2. Appoint at least three members from the Board of Governors to form the committee.
Section F – Website Administrator
The President at the first meeting after the election of new officers shall appoint a website administrator to be responsible for 47AAD’s web site. The website administrator shall:
1. Be responsible for the overall design, layout, production, editing and maintenance of the alumni association web site.
2. Establish applicable standards for web content, e.g., HTML validity, Word, PDF, etc and link liveliness.
3. Develop and enforce house style.
5. Optimize the web architecture for navigability.
6. Find, creates and install tools to create web content and check consistency.
7. Set deadlines for submission of contents.
8. Ensure web services are always available and adequate fault tolerance is provided.
9. Provide the board with recommendations for improvements to the web site.
Section G – Newsletter Editor
The Board of Governors shall appoint a newsletter editor who shall be responsible for the content, preparation and mailing of the newsletter to members. The newsletter editor shall:
1. Solicit items for publication
2. Edit contents
3. Perform layout
4. Be responsible for storing all previous issues until the next newsletter editor takes over.
Section H – Archivist and Assistant Archivist
The Board of Governors shall appoint an archivist and assistant archivist who shall be responsible for preserving, storing and collecting valuable papers, pictures, furniture, artifacts and memorabilia related to the history of “47.” They shall store all items in safe and secure locations in the alumni office and museums. They also shall be responsible for the office and museums belonging to 47AAD.
Section I – Sunshine Coordinator
The Board of Governors shall appoint a Sunshine coordinator who shall be responsible for sending get-well cards or sympathy cards to alumni and family members.
ARTICLE XVIII: RULES OF ORDER
The order of business at all meetings of 47AAD shall be as follows:
1. Call to Order
2. Minutes
3. Officers’ Reports
4. Committee Reports
5. Unfinished Business
6. New Business
7. Announcements
8. Adjournment
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Page last updated March 8, 2014