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BY-LAWS OF ATLANTA URBAN CORFS , INC. (April 17 > 1969) ARTICLE I PURroSE AND FUNCTIONS A non-profit corporation organized to solicit funds from individuals ~ foundations , businesses and government to provide an internship program to employ university students who will work in various phases of local and municipal government > thus giving students an opportunity to contribute constructively to the Atlanta area by aiding in the improvement of all phases of urban life . .ARI'ICLE II Membership in the Atlanta Urban Corps , Inc. > shall be composed employees , interns and friends of the Atlanta Urban Corps, Inc. ot all ARTICLE III BOARD OF TRUSTEES Section l . Trustees . (a) Number of Trustees. The control of this corporation shall be vested i n a Board of Trustees which shall consist of leading members of the communi ty ~ local college pr esidents and student representatives . (b) Duties. The Board of Trustees shall make appointments and decisi ons necessary to carry out the purpose and functions of the corporat i on and shall be responsible for the admini stration of. moni·e s held by the corporation . (c) Meet i ngs. The Board of Trustees shall meet with t hree days noti ce given by any member of the Board of. Trust ees or aeymember of the Executive Board or any administrat ive officer of the corporation . Secti on 2 . Term. The t erm of r egul ar members of the Board of Tr ust ees shall be f or one yearbegi nning on April 1 of each year . Section 3. Election. Members of t he Board Bf Trustees shall be nominated and elected by the membership of t he cor poration . Section 4. Vacancies. Vacancies shall be filled by the Board of Trustees . Trustees so cha.s en shall hold office f or the unexpired portion of the term of their predecessors . �ARI'ICLE IV EXECUTIVE BOARD Section 1. Members and Duties. The Board of Trustees shall elect an Executive Board consist:i..ng-ofnot-· less than six or more than twelve members which shall administer those funds budgeted and appropriated by the Board of Trustees and shall further handle all administrative tasks normally handled by the Beard unless otherwise directed . The Executive Board shall be chosen as follows: There shall be an equo..l number of students . c:.:d non- student representatives ) with the students being chosen from nominees designated by the College Relations Board, an organization made up of representatives of the major participating c ::<1."' .::t;.-- :. • .:. T::o of the members of the Executive Board shall be the Student Director of the corporation and the Staff Director. Section 2. Meetings. The Executive Board may meet upon one day's notice given by anymember of the '.Board without formal notice. A majority of the . Board shall be a quorum and a majority of those in attendance shall be suffic ·.t ,~1t to act . ARTICLE V FOWERS Section 1. Grants or Gifts. The corporation shall be empowered to receive grants and gifts, by will or in any,r other manner ~ in any form of property ) in trust or otherwise , wh0rever situated , to carry out any of its purposes. All of s~ch grants and gifts shall be faithfully administered in accordance with the terms on which they are made. Section 2. Use of Assets. All property and income of the corporation shall be used exclusd.•,:ely for the-pur:poses set out in the Charter , and no part thereof shall be used for the benefit of any person whomsoever ·except in a manner consistent with such .purposes. Section 3. G~_?e~a~_ Po~-~ . The corporation shall have the power to retain all g:::-ants and gifts in the original form in which they were received unless otterwise required by the terms thereof ; to buy, sell ~ exchange or otherwise deal in stocks, bonds ~ securities ~ real estate and any other form of property at public or private sale ; to invest and reinvest any of its funds or proIB rty belonging to it at any time in such securities and other property ? real or pezrsonal, regardless of .:hether such investments are legal investments for trust funds under the laws of Geor gia or any other State and to borrow money and secure the p~ym:ant thereof by mortgage, pledge~ deed or other instrument or lien upon all or any part of the property of the corporation . All of the foregoing powers may be exercised without order of court or other authority. Section 4. Statutory Powers. The corporation shall be vested with all of tbe rights> rowers, and privileges which may be necessary or proper to achieve tbe purposes in the charter subject to the provisions hereof ; and the corpora.t ion shall have all of the powers and privileges enumerated in #'2.2-1827 and \A , U. C . - By-Laws) - 2 - �22-1828 of the Georgia Code, as amended :. together with such other powers and privileges as may now or hereafter be given to corporations by law. ARTICLE VI IvIEETINGS Section 1 . Annual Meeting. The corporation may hold meetings at any time with three (3} days' notice , oral or written , without any minimum requirement as to number of meetings. Section 2. Other Meetings. Other meetings shall be called at the discretion of the Board of Trustees , Executive Bom·d or administrative heads. Section 3. Quorum. A quorum at any,· meeting of the corporation shall consist of a majority of those in attendance . ARTICLE VII LIQUIDATION OR DISSOLUTION On liquidation or dissolution _ the assets of the corporation shall be dedicated to a charitable #501 c (3) organization as designated under the provisions of the Internal Revenue Code . ARTICLE VIII .AMENJ;)MENT TO BY- LAWS The Board of Trustees shall have the power to amend these By- Laws by a majority vote of those in attendance at any properly- called meeting . ARTICLE IX . '. ., OFFICERS .., !· Section 1 . The Board of Trustees and/or the Executive Board shall have the power to designate any officers they deem necessary. All officers they might choose shall be members in good standing of the Atlanta Urqan Corps . Section 2. The administrative authority of the corporation shall be vested in two officers to be chosen by the Executive Board with the advice and consent of the Board of Tr ustees . One offi cer shall be the Student Director who shall have general responsibilities for all student interns including their recruitment within the program . The other prime administrative offi cer shall be the Staff Director who will be a full --time profes:3ional in charge of all non- student aspects of the program including fiscal matters and other administrative duties not directly involved with student participation . Section 3 , Officers shall serve for one year and be elected by the Executive Board with student officers being chosen from nomi nees designated by the College (A .U. C. By- Laws ) - 3 ~ �R~lations Board. Vacancies will be filled for unexpired terms by the F::ecuti vc Board. As mentioned previously ~ those offices to be filled will ~~ designated by the Board of Trustees. .' ~~OT-r.: : Th~se By- Lr,,ws were tentatively approved at the first meeting of the 17, 1969 . A Committee was appointed by the Trustees tc- woroughly study these By- Laws andmake recommendations at the next 'f:·ustees m0cting. The Committee consisted of Mr . Norm Shavin, Dt. Walter Bloc> , and Miss Dusty Kenyon. 'I-··:s'.:;ces : _~-r il (A.U . C. By- Laws) �