GTCB Bylaws By-laws of THE GOLDEN TRIANGLE COUNCIL OF THE BLIND
As Amended Through February 2010

ARTICLE I: NAME

The name of this organization shall be the Golden Triangle Council of the Blind, a not-for-profit corporation chartered under the laws of the Commonwealth of Pennsylvania.

ARTICLE II: AFFILIATION

The Golden Triangle Council of the Blind is affiliated with the Pennsylvania Council of the Blind and the American Council of the Blind and supports the goals and purposes of both these organizations.

ARTICLE III: PURPOSE

As stated in the Charter of Incorporation, the purpose of the Golden Triangle Council of the Blind is to promote the social and economic welfare of blind and visually impaired persons in the greater Pittsburgh area.

ARTICLE IV: MEMBERSHIP

Section 1. Eligibility

Any person eighteen (18) years of age or older is eligible for membership in the Golden Triangle Council of the Blind provided he/she is favorable to and willing to support the goals and purposes of the organization.

Section 2. Junior Members

Persons under eighteen years of age who subscribe to the objectives of this organization are eligible to become junior members. Junior members may participate in discussion but may not vote or hold office.

Section 3. Lifetime Membership

Lifetime membership may be granted to any member who for a minimum of seven years has attended meetings and taken an active part in the projects and programs of the Golden Triangle Council of the Blind. Lifetime membership shall be granted only to those members who are unable to attend meetings on a regular basis due to age or physical disability.

Nomination for lifetime membership may be made by a member at any regular meeting of the organization. The president shall then appoint a committee of three (3) members to study the eligibility of the nominee and to make its report at a regular meeting. A majority vote of the members present and voting at a regular meeting shall be required to grant lifetime membership. Lifetime members shall enjoy all the rights of membership but shall be exempt from payment of dues.

Section 4. Honorary Membership

The Executive Board may recommend that honorary lifetime membership in the Golden Triangle Council of the Blind be granted to individuals who, in its judgment, have given outstanding service to and for people who are blind or visually impaired. Honorary members need not meet the requirements for regular membership. A majority vote of the members present and voting at a regular meeting shall be required for conferring honorary membership. Honorary members do not have the right to vote.

Section 5. Dues

Annual membership dues for the Golden Triangle Council of the Blind shall be fixed by the membership from time to time as deemed necessary. Dues shall include membership in the Pennsylvania Council of the Blind and the American Council of the Blind. Dues for junior members shall be fifty (50) per cent of dues paid by adult members.

Membership in good standing in the Golden Triangle Council of the Blind is contingent upon timely payment of dues. Dues for the calendar year shall be paid by December 31st of the preceding calendar year. Delinquency of more than ninety (90) days in payment of dues shall result in termination of membership. Payment of dues by new members (those who have not previously belonged to the organization) shall be required upon joining. For new members joining October 1, or later, dues paid shall be applicable to both the current and subsequent calendar years. This will not be the case for people who are re-joining after an absence.

ARTICLE V: OFFICERS AND THEIR DUTIES

Section 1. Officers

The officers of the Golden Triangle Council of the Blind shall be: President, Vice President, Recording Secretary, Corresponding Secretary, Treasurer, Financial Secretary, and the chairperson of the Advocacy and Governmental Affairs (AGA) Committee. The officers shall have the powers and duties prescribed in these bylaws and by the parliamentary authority adopted by the organization or as determined by resolutions of the Executive Board and of the membership.

Section 2. President

The President shall:

a. Preside at all meetings of the Executive Board and of the membership;
b. Call special meetings of the Executive Board and of the membership;
c. Prepare, together with the Vice President, agendas for all meetings;
d. Appoint chairpersons of all committees, with the exception of the Advocacy and Governmental Affairs (AGA) Committee, which is an elected office, and the Nominating Committee, which shall appoint, a chair from within it�s number. He/she will have the option to appoint, members of this organization to serve on each committee.
e. Appoint special committees as the need arises, including, among others, the Nominating Committee and the Audit Committee.
f. Serve ex officio as a member of all committees, excluding the Nominating Committee, with the right to vote.

Section 3. Vice President

The Vice President shall:

a. Prepare, together with the President, agendas for all meetings;
b. Present committee reports when necessary in the absence of chairpersons;
c. Assume the duties of the President in the event of his/her death, resignation, absence, or inability to serve.

Section 4. Recording Secretary

The Recording Secretary shall:

a. Maintain an accurate and current roster of the membership, including addresses, phone numbers, email addresses, and preferred format for correspondence;
b. Take roll at all meetings of the Executive Board and of the membership in order to confirm a quorum;
c. Maintain for each member a record of attendance at regular meetings for the calendar year;
d. Take minutes and prepare written reports on all proceedings for all meetings of the Executive Board and of the membership;
e. Have charge of all non-financial records of the organization, which records shall be retained by the organization at the expiration of his/her term of office;
f. Have available at every meeting a current copy of the GTCB bylaws;
g. Coordinate the distribution of minutes.

Section 5. Corresponding Secretary

The Corresponding Secretary shall:

a. Receive and file all correspondence addressed to the organization after the addressee or the Executive Board has been informed of its contents;
b. Be responsible for all outgoing correspondence on behalf of the organization, a copy of which shall be filed;
c. Be responsible for collecting mail from the mailbox rented by the organization;
d. Deposit with the Recording Secretary at the expiration of his/her term of office all documents relating to the organization.

Section 6. Treasurer

The Treasurer shall:

a. Receive all monies belonging to the organization and deposit such monies in a bank designated by the Executive Board;
b. Pay by check, countersigned by the Financial Secretary, all bills of the organization presented in writing and preapproved by the Executive Board or the membership;
d. Receive all financial statements relating to funds and securities owned by the organization;
e. Collaborate with the Financial Secretary to prepare financial statements for the organization;
f. Serve as a member of the Budget Committee and the Audit Committee.

Section 7. Financial Secretary

The Financial Secretary shall:

a. Co-sign, with the Treasurer, all checks written to pay bills of the organization;
b. Keep accurate records of monies received and disbursed by the organization in order to prepare, in collaboration with the Treasurer, financial reports for the organization, a print copy of which shall be filed;
c. Maintain a record of the dues status of all members for the calendar year, including date of payment;
d. Submit to the Pennsylvania Council of the Blind the names and addresses of all members for whom payment of dues is being remitted;
e. Serve as a member of the Budget Committee and the Audit Committee;

f. Have charge of the official seal and all financial records of the organization, which properties shall be retained by the organization at the expiration of his/her term of office.

Section 8. Contingency

If for any reason either the Treasurer, the Financial Secretary, or both fail to perform the duties of their respective offices for an excessive period of time in the opinion of the Executive Board, the President and/or the Vice President, with the approval of the Executive Board, shall be authorized to co-sign checks for the payment of bills. However, no two (2) members of the same family shall function as financial officers.

Section 9. Chairperson of the Advocacy Governmental Affairs Committee

The Chairperson of the Advocacy and Governmental Affairs Committee shall present reports on matters affecting the social and economic welfare of blind and visually impaired persons at regular meetings of the organization.

Section 10. Appointed Officers

The President may, at his/her discretion, appoint a Parliamentarian, whose duty shall be to advise the President and the Executive Board on matters of correct procedure at meetings and/or a Sergeant-at-Arms, whose duty shall be to maintain order and to assist the membership, as necessary, during meetings.

ARTICLE VI: EXECUTIVE BOARD

Section 1. Composition

The seven (7) elected officers, three (3) Directors, and the Immediate Past President (provided he/she has not assumed another elective position) shall constitute the Executive Board of the Golden Triangle Council of the Blind. The majority of the officers, including the President and the Vice President, shall be blind or visually impaired.

Section 2. Duties of the Executive Board

The Executive Board shall formulate policy for the organization. It shall make informed recommendations to the membership, shall fix the hour and place of meetings of the Board and of the membership, and shall perform such other duties as are prescribed in these by-laws. None of the acts of the Executive Board shall be in conflict with any actions taken by the membership.

Section 3. Meetings

Meetings of the Executive Board shall be held bimonthly unless, in the opinion of the majority of the Board, there is not sufficient reason for meeting. Special meetings may be called by the President, and shall be called upon request to the Recording Secretary by four (4) members of the Board. Six (6) members shall constitute a quorum for the transaction of business at any meeting of the Executive Board.

Section 4. Removal from Office

Removal from office of a member of the Executive Board, for cause, shall be by two-thirds (2/3) vote of the members present and voting at a special meeting called for that purpose. The member subject to this action shall be notified, in his/her preferred format of correspondence, of the proposed removal and of the reason(s) for it at least five (5) days prior to the meeting and shall have the right to make rebuttal. Cause shall include, but not be limited to, commission of a felony or misdemeanor, bringing the organization into public disrepute, dereliction of duty, and falsely representing the organization. In addition, failure to attend three (3) consecutive meetings of the Executive Board or absence from five (5) general membership meetings within a calendar year shall also constitute grounds for removal from office.

ARTICLE VII: ELECTIONS

Section 1. Time of Election

Biennial election of officers and directors of the Golden Triangle Council of the Blind shall take place at the November meeting.

Section 2. Eligibility for Office

To be eligible for any elected position, membership in good standing for the current calendar year (Article IV Section 5) shall be required. Attendance at three (3) regular membership meetings of the organization during both the election year and the preceding year (including excused absence to attend state or national Council meetings on the day of the local meeting) shall also be required.

Section 3. Eligibility to Vote

To be eligible to vote, membership in good standing during the election year (Article IV Section 5) or; in the case of members who have joined the organization during the election year, payment of dues by September 30 of that year shall be required. Attendance at three (3) regular meetings during the election year (including excused absence to attend state or national Council meetings held on the day of the local meeting) shall also be required. An individual may receive credit for a meeting if he/she having been approved by the board will be representing The Golden Triangle council of the Blind, at a separate event, which is held concurrently with the general membership meeting, as long as it relates to The Golden Triangle Council of the Blind.

Section 4. Nominations

No later than the regular membership meeting in September preceding the election, the President shall appoint a Nominating Committee consisting of three (3) members. It shall be the duty of this committee to meet, and nominate candidates to fill all open elective positions on the Executive Board, and to make its report at the regular meeting in October. Additional nominations for each elective office may be made from the floor at the October meeting and on the day of the election. The person being nominated must be present, and must verbally accept the nomination.

Section 5. Term of Office; Restrictions

Officers and directors shall be elected to serve a term of two (2) years. They shall assume their duties at the beginning of the calendar year following their election. No member shall hold more than one (1) office at the same time. No officer/director shall serve more than two (2) consecutive full terms in the same office (excluding the Recording Secretary, Corresponding Secretary, Treasurer and Financial Secretary). Also, no member may serve as chair of a committee for more than two consecutive terms.

Section 6. Vacancies

Should a vacancy occur on the Executive Board (excluding the office of President) due to death, resignation, removal from office or inability to serve, at any time prior to September 1 during an election year, the vacancy shall be filled as soon as possible after the event by a special election.

ARTICLE VIII: MEETINGS

Section 1. Regular Meetings

Regular meetings of the Golden Triangle Council of the Blind shall be held at a time and place designated by the Executive Board.

Section 2. Special Meetings

Special meetings may be called as deemed necessary by the President with the approval of the Executive Board.

Section 3. Quorum

One-fourth (1/4) of the members in good standing shall constitute a quorum for the transaction of business at any regular or special meeting of the organization.

ARTICLE IX: FISCAL YEAR

The fiscal year for the Golden Triangle Council of the Blind shall be the calendar year.

ARTICLE X: PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Robert�s Rules of Order Newly Revised shall govern the organization in all cases to which they apply and in which they are not inconsistent with these bylaws, special rules of order, or resolutions of the Executive Board and of the membership.

ARTICLE XI: PUBLIC ACTION

Section 1. Representation

No member(s) shall represent the Golden Triangle Council of the Blind either in correspondence, publicity, or in person without the approval of the Executive Board or the appropriate committee chair.

Section 2. Solicitation

No member or group of members shall solicit funds in the name of or for the Golden Triangle Council of the Blind without the approval of the Executive Board.

Section 3. Contracts

No member or group of members, officer or group of officers, shall enter into any contract in behalf of, or binding upon, the Golden Triangle Council of the Blind without prior approval of the Executive Board.

ARTICLE XII: STATE CONVENTION

The Golden Triangle Council of the Blind is entitled to send two (2) delegates to the annual convention of the Pennsylvania Council of the Blind. One delegate shall be the President; the other shall be the chairperson of the AGA Committee. The Vice President shall serve as an alternate for either delegate. In the event that neither the delegates nor the alternate are present at the convention, the members in attendance shall elect delegates from among their number to represent the organization.

ARTICLE XIII: STANDING COMMITTEES

Section 1. Fundraising Committee

The Fundraising Committee shall conduct projects and special events designed to raise money for the organization.

Section 2. Membership Committee

The Membership Committee shall conduct programs designed to interest blind and visually impaired persons and others in this area in the work and objectives of the Golden Triangle Council of the Blind.
Section 2. Membership Committee

The Membership Committee shall conduct programs designed to interest blind and visually impaired persons and others in this area in the work and objectives of the Golden Triangle council of the Blind. The committee shall receive and study all applications for membership, make its report to the Executive Board, and present all applicants to the Board.

Section 3. Advocacy and Governmental Affairs (AGA) Committee

The AGA Committee shall keep abreast of all developments and legislation affecting the social and economic welfare of blind and visually impaired persons and shall inform and advise the membership on these matters.

Section 4. Social and Program Committee

The Social and Program Committee shall arrange for interesting and informative programs at membership meetings and shall conduct all the social events which are supported by the organization.

Section 5. Fellowship Committee

The Fellowship Committee shall convey the concern and best wishes of the organization to members who are ill either at home or in the hospital by making personal visits, telephone calls, or sending appropriate cards. This committee shall represent the Golden Triangle Council of the Blind when any member suffers bereavement in his/her family.

Section 6. Outreach Committee

The Outreach Committee shall investigate ways to assist blind and visually impaired persons outside the organization who have special needs currently not met by other organizations such as social agencies or service groups.

Section 7. Budget and Finance Committee

The Budget and Finance Committee shall prepare the annual budget for the Golden Triangle Council of the Blind and make its presentation no later than at the March meeting. It shall also supervise all the financial affairs of the organization.

Section 8. Telephone Committee

The Telephone Committee shall notify members of regular and special meetings and communicate information which is relevant to the membership.

Section 9. Resolutions and Bylaws Committee

The Resolutions and Bylaws Committee shall receive in writing proposed resolutions, and amendments to the bylaws, review and evaluate this material, and make its recommendations to the Executive Board.

Section 10. Publicity Committee

The mission of the Publicity Committee shall be to publicize all programs and events of the organization designed to gain support and favorable recognition for the Golden Triangle Council of the Blind.

ARTICLE XIV: SPECIAL COMMITTEES

Section 1. Audit Committee

The Audit Committee shall audit the books and records of the Treasurer and Financial Secretary annually, at the end of the fiscal year.

ARTICLE XV: AMENDMENT OF THE BYLAWS

Any member may submit a proposed amendment to these bylaws in writing to the Resolutions and Bylaws Committee. A two-thirds (2/3) vote of the members present and voting at any regular meeting shall be required for approval of amendments or revisions of the Bylaws.

ARTICLE XVI: DISSOLUTION

Section 1.

If in the opinion of the majority of the members of the Golden Triangle Council of the Blind this Corporation can no longer effectively pursue the purposes for which it was incorporated, a special meeting shall be called to consider dissolution, the date, time, place, and purpose of the meeting to be communicated to all members in each member�s preferred format for correspondence ten (10) days in advance. Upon the affirmative vote of three-quarters (3/4) of the members present at the special meeting, the Executive Board shall proceed with the dissolution in accordance with the laws of the Commonwealth of Pennsylvania.

Section 2.

Upon dissolution effected in accordance with Section 1, all properties, be they tangible or intangible, real, personal, or fixed, shall be disposed of in accordance with the Corporation Law of the Commonwealth of Pennsylvania and the Internal Revenue Code Section 501 C (3), as they now exist and as they may hereafter be amended. All such assets shall be disposed of by transferring same to one or more organizations organized and operated exclusively for charitable, educational or recreational purposes whose objectives are consistent with those of the Golden Triangle Council of the Blind and which meet the qualifications of the afore-mentioned Corporation Law and Internal Revenue Code.