St. Louis Homeschool Network Bylaws

Revised & Approved November 8, 2021

Article 1 – Name, Purpose, Location

Section 1 – The name of the organization shall be St. Louis Homeschool Network (herein referred to as SLHN), created and located in St. Louis, MO.

Section 2 – St. Louis Homeschool Network is organized exclusively for educational and charitable purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. St. Louis Homeschool Network does not contemplate pecuniary gain or profit, incidental or otherwise. We are a secular support group for homeschooling families and an information source for prospective homeschoolers. The group is diverse with many religious, political and educational philosophies, where we welcome and encourage diversity and acceptance and discourage discrimination and judgment. The group focus is exclusively on homeschooling.

Section 3 – The registered office location of SLHN shall be within a 60-mile radius of St. Louis city. The organization may have any number of offices at such places as the Board may determine.

 

Article 2 – Membership

Section 1 – Eligibility for Membership: Application for participating and voting membership shall be open to any homeschooling family in the St. Louis Metro Area within a 60-mile radius of St. Louis City, that supports the purpose and mission statements found in Article I, Section 2. Membership is granted after the following requirements have been met:

1. Attend at least one group meetup (Article 3, Section 1), meet with (in person or online) a Director, or a written referral of an existing SLHN member and are then approved by the Board of Directors.

2. Have read and agreed to abide by the Code of Conduct.

3. Have paid dues in full to the SLHN account.

4. Have created a family account on the SLHN website.

5. Have completed other documents as required by the Board of Directors.

If eligibility requirements are not clearly met, membership may be granted by a majority vote of the Board of Directors (herein referred to as Directors and defined in Article 4). The Directors may deny membership to any applicant by a simple majority vote if they feel an applicant would compromise the mission, purpose, or cohesion of SLHN.

Section 2 – Member Definition: Each homeschooled child, that child’s siblings, and all of that child’s parents and guardians who have met the eligibility requirements listed in Section 1 shall be members of SLHN and may participate in SLHN activities.

Section 3 – Membership Definition: Each family, defined as a homeschooled child and that child’s siblings (if any) and all of their parents and guardians, will be granted a single Membership upon completion of the eligibility requirements listed in Section 1.

Section 4 – Dues: The amount required for dues each period shall remain fixed, unless changed by a unanimous vote of the Board of Directors after careful consideration of budgetary needs. Each membership shall pay the same dues amount, regardless of family size. Continued membership is contingent upon being up-to-date on Membership dues. Deadline for paying dues is July 1st.

Section 5 – Continuing Membership: Members must continue to meet eligibility requirements at all times to retain member status.

Section 6 – Rights of Members: Each Membership shall be entitled to a single vote in any matter to be voted on by the group. The following actions shall require the approval of the Membership at a meeting or utilizing an online survey system open only to the Membership:

1. Amendment of the Bylaws of SLHN

2. Revising of the Code of Conduct

3. Election of Directors (Article 4, Section 5)

4. The dissolution of SLHN

 

Article 3 – Member Meetings

Section 1 – Group Meetups: Group Meetups shall be planned by the Directors, or their designees, in timing and content to best fit the needs of the group. The Directors will select the time, dates, and locations of each meetup and post the information in the appropriate forums as determined by the Directors.

Section 2 – Annual Meeting: The membership will meet annually for reports from the President Or Vice President, Treasurer, and any other Directors. Annual Meeting notice shall be sent via email not less than two weeks prior to the Annual Meeting. The date, time, and location of the Annual Meeting shall be determined by the Board of Directors. Members are responsible for keeping their information current in the member directory on the SLHN website.

Section 3 – Special Meetings: Special meetings may be called by the Board of Directors.

Section 4 – Meeting Participation: Members may participate in a meeting through use of conference telephone or similar communications equipment, so long as members participating in such meetings can hear one another.

Section 5 – Voting: Members may vote by email, text, or other electronic means as deemed necessary by the Directors in special circumstances.

Section 6 – Quorum: The members present at any properly announced meeting (per Article 3, section 2) shall constitute a quorum.

 

Article 4 – Board of Directors

Section 1 – Definition: The business of the organization shall be managed by a Board of Directors comprised of at least five Board members. The Board is responsible for maintaining the overall policy and direction of SLHN and implementing the day-to-day operations. Board members, herein referred to as Directors, shall receive no compensation for their service on the Board.

Section 2 – Board of Directors Meetings: The Directors shall meet at least monthly at an agreed upon time and place. Special Meetings of the Board of Directors may be called by any Director via written request to the Secretary provided appropriate notice is given. All SLHN members are welcome to attend Board of Directors meetings. In special cases of privacy concerns or other special circumstances, a portion of a Board of Directors Meeting could be closed for that concern. These meetings will be announced at least one week prior via email to the membership, who are permitted to attend and participate, although the Directors will be allowed the final decision on any matters not addressed within Article 2 - Section 6.

Section 3 – Quorum: A Board of Directors Meeting must be attended by at least a simple majority of the currently seated Board for business transactions to take place and motions to pass.

Section 4 – Director Decisions: All Director actions and decisions shall be made by a simple majority vote of the currently seated Directors, unless otherwise deemed necessary by the Board.

Section 5 – Director Qualifications, Nominations, and Elections: Each Director must be a current member and have been for the two years prior to nomination. Exceptions to the tenure qualifications may be made by a majority vote of the Directors. When a seat is or will become vacant, the seated Board will seek via email nominations from the membership. After the specified deadline for nominations has elapsed, the nominees will be presented for a vote in the forum(s) deemed appropriate by the Board to ensure accessibility of the membership. A nominee will be approved by a simple majority of the votes received.

Section 6 – Director Term: All Directors shall serve two year terms fulfilled upon a vote of the Members. All Directors are eligible indefinitely for re-election provided nomination and voting process follows Article 4, Section 5. All Directors must maintain membership for the duration of their term.

Section 7 – Director Resignation: Resignation from the Board of Directors must be in writing and received by the Secretary. The resignee should provide two weeks notice unless unforeseen circumstances necessitate otherwise. The membership will then be notified of the vacant seat with a call for nominations in accordance with Article 4, Section 5.

Section 8 – Director Removal: A Director may be removed for cause by unanimous vote of the remaining Directors. Cause for removal may include but is not limited to a failure to renew SLHN Membership, excessive absences, failure to adhere to the Code of Conduct and Bylaws, or any other act or behavior that goes against the best interests of the membership. The membership will then be notified of the vacant seat with a call for nominations in accordance with Article 4, Section 5.

Section 9 – Conflict of Interest: Whenever a director or officer has a financial or personal interest in any matter coming before the board of directors, the affected person shall a) fully disclose the nature of the interest and b) withdraw from discussion, lobbying, and voting on the matter. Any transaction or vote involving a potential conflict of interest shall be approved only when a majority of disinterested directors determine that it is in the best interest of the corporation to do so. The minutes of meetings at which such votes are taken shall record such disclosure, abstention and rationale for approval.

Section 10 – Director Titles and Responsibilities: The officers of the Board of Directors will consist of: Chair/President, Vice Chair/Vice President, Secretary, Treasurer, and New Member Contact. Any additional Directors will be referred to as Board Members. The Board of Directors shall appoint each of these officers and any other officers it deems necessary. Their responsibilities include, but are not limited to, the following:

The Board Chair/President shall

1. Be familiar with these Bylaws and see that they are followed, enforced, or amended.

2. Convene regularly scheduled Board of Director meetings and preside, or arrange for another Director to preside, at each meeting.

3. Collaborate with the secretary to create and distribute the Agenda for Board of Director meetings. The Agenda shall include discussion of old business, introduction of new business, and a monthly treasurer’s report.

4. Respond to inquiries regarding SLHN Agenda and positions.

5. Assume responsibilities created by vacancies on the Board of Directors until the positions are filled.

6. Maintain records directly related to these responsibilities and ensure they are passed on to the next Board Chair/President.

7. Delegate these responsibilities as necessary.

The Vice Chair/Vice President shall

1. Act as Board Chair/President when the Board Chair/President is absent and perform such duties as listed.

2. Be the co-signer with the Treasurer for any SLHN accounts.

3. Maintain records directly related to these responsibilities and ensure they are passed on to the next Vice Chair/Vice President.

4. Delegate these responsibilities as necessary.

The Secretary shall

1. Be responsible for keeping records of Board of Directors actions, including overseeing the taking of minutes at all Board of Directors meetings.

2. Send out meeting announcements of Annual Meetings and Board of Director Meetings.

3. Distribute copies of minutes to each Director for review and approval. Upon approval, distribute Meeting Minutes to the Membership.

4. Maintain records directly related to these responsibilities and ensure they are passed on to the next Secretary.

5. Archive minutes within an electronic file available to all current and future Directors.

6. Delegate these responsibilities as necessary.

The Treasurer shall

1. Deposit the funds of SLHN with the financial institution designated by the Directors and disburse funds under the direction of the Directors in accordance with the Budget.

2. Deposit checks within two weeks of receiving them.

3. Make a financial report showing income, expenditures, pending income, and anticipated expenditures at each regular Board of Directors Meeting.

4. Keep accurate records of all incoming and outgoing money.

5. Collect and archive all receipts.

6. Maintain the financial accounts (such as Paypal) utilized for dues payments and donations.

7. As the registered agent for nonprofit status will maintain registration with the state of Missouri.

8. As the registered agent for fundraisers will maintain financial records for each.

9. As the registered agent with the IRS will submit the yearly 990N postcard filing to maintain tax exempt status.

10. Research insurance provider information as deemed necessary by the Board and present findings and request a vote when a change of provider or terms of insurance service is indicated by the Board.

11. Guide the Board in creating an annual budget.

12. Observe a fiscal year of June 1 to May 31.

13. Maintain records directly related to these responsibilities and ensure they are passed on to the next Treasurer.

14. Delegate these responsibilities as necessary.

The New Member Contact shall

1. Serve as the first point of contact for both new members and contact requests via the SLHN contacts account. Answer new member questions.

2. Coordinate an introductory meeting with prospective members, and upon request to join, provide prospective members with the information needed to register. Work with the treasurer to ensure new members pay dues before membership is approved. Invite new members to the private Facebook group.

3. Lead special teams when necessary, including, but not limited to, finding meeting facilitators, party coordinators, new member contacts and greeters. Develop and post job descriptions for these teams.

4. Send out meeting announcements for Group Meetups.

5. Maintain records directly related to these responsibilities and ensure they are passed on to the next New Member Contact.

6. Delegate these responsibilities as necessary.

Section 11 – Compensation of Employees: The Board of Directors shall hire and fix the compensation of any and all employees which they in their discretion may determine to be necessary for the conduct of the business of the organization.

 

Article 5 – Committees

Section 1 – The Board may create committees as needed, such as fund raising, public relations, and program committees. Any Director may appoint committee chairs.

Section 2 – No committee shall have any power to fill vacancies on the Board, adopt, amend or repeal the Bylaws, amend or repeal any resolution of the Board, or act on matters committed by the Bylaws or resolution of the Board to another committee of the Board.

 

Article 6 – Indemnification

Section 1 – The organization shall indemnify any agent of the organization including Directors, Officers, Staff, and/or Volunteers who was or is a party, or is threatened to be made a party to any proceeding, administrative or investigative, as such a person was or is an authorized representative of the organization. This indemnification against expenses, judgments, fines, and amount paid in settlements actually or reasonably incurred by such a representative of the organization is contingent upon the determination that such person acted in good faith and in a manner they believed to be in, or not opposed to, the best interests of the organization. With respect to any criminal proceeding, indemnified persons shall have had no cause to believe that their conduct was unlawful.

Section 2 – To satisfy indemnification obligations the organization may maintain insurance, obtain a letter of credit, act as a self-insurer, create a reserve trust, cash collateral, enter into indemnification agreements, or use any other arrangement whatsoever in such amounts, at such costs, and upon other terms and conditions that the Board shall deem appropriate.

Section 3 – This indemnification shall be made only if the organization shall be advised by its Board of Directors acting (1) by a quorum consisting of directors who are not parties to such action or proceeding upon a finding that, or (2) if a quorum is not obtainable with due diligence, upon the opinion in writing of legal counsel that, the director or officer has met the foregoing applicable standard of conduct. If the foregoing determination is to be made by the Board of Directors, it may rely as to all questions of law, on the advice of independent legal counsel.

 

Article 7 – IRC 501(c)(3) Tax Exemption Provisions

Section 1 – Upon the dissolution St. Louis Homeschool Network, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose, which are organized and operated exclusively for such purposes.

Section 2 – St. Louis Homeschool Network is organized exclusively for educational and charitable purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. St. Louis Homeschool Network does not contemplate pecuniary gain or profit, incidental or otherwise.

Section 3 – No part of the net earnings of St. Louis Homeschool Network shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article Third hereof. No substantial part of the activities of St. Louis Homeschool Network shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office.

Section 4 – Notwithstanding any other provision of these articles, the organization shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

 

Article 8 – Amendments

Section 1 – These Bylaws may be amended when deemed necessary following Article 3, Section 5 by a simple majority of votes received. Proposed amendments must be submitted to the Secretary and then included in the agenda for the next Board meeting.